eBay 2013 Annual Report Download - page 43

other administrative systems), technologies, products and personnel of each acquired company, which is an inherently risky and
potentially lengthy and costly process;
It may take us longer than expected to fully realize the anticipated benefits, such as increased revenue and volume, and enhanced
efficiencies, of any or all of our acquisitions, and those benefits and/or enhanced efficiencies may ultimately be smaller than anticipated or may
not be realized at all, which could adversely affect our business and operating results. Future acquisitions may also require us to issue additional
equity securities, spend our cash, or incur debt (and increased interest expense), liabilities and amortization expenses related to intangible assets
or write-offs of goodwill, which could adversely affect our financial results, results of operations and dilute the economic and voting rights of
our stockholders.
In addition, we have made certain investments, including through joint ventures, in which we have a minority equity interest and lack
management and operational control. The controlling joint venture partner in a joint venture investment may have business interests, strategies or
goals that are inconsistent with ours, and business decisions or other actions or omissions of the controlling joint venture partner or the joint
venture company may result in harm to our reputation or adversely affect the value of our investment in the joint venture. In addition, our
strategic investments may expose us to additional risks. For example, we have a minority interest in Intershop Communications AG, an entity
governed by German law, which could subject us to liability for certain disadvantages to Intershop if we were deemed to be in control of
Intershop under German law. We have also been sued by craigslist, which has alleged that we improperly misused confidential information from
craigslist that we received as a minority investor. The complaint alleges breach of contract, breach of fiduciary duty, fraud, unfair competition
and false advertising and seeks compensatory and punitive damages, rescission and other relief. Any circumstances, which may be out of our
control, that adversely affect the value of our investments, or cost resulting from regulatory action or lawsuits in connection with our
investments, could harm our business or negatively impact our financial results.
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the inefficiencies and lack of control that may result if such integration is delayed or not implemented; and unforeseen difficulties and
expenditures that may arise as a result;
• the potential loss of key customers, merchants, vendors and other key business partners (e.g., payment processors) of the companies
we acquire following and continuing after announcement of our acquisition plans;
• diversion of management time, as well as a shift of focus from operating the businesses to issues related to integration and
administration, particularly given the number, size and varying scope of our recent acquisitions;
• declining employee morale and retention issues resulting from changes in, or acceleration of, compensation, or changes in
management, reporting relationships, future prospects, or the direction of the acquired business;
•
the need to implement controls, procedures and policies appropriate for a larger public company at companies that prior to acquisition
may have lacked such controls, procedures and policies;
• risks associated with our expansion into new international markets and doing business internationally, including those described
above under the risk factor caption “There are many risks associated with our international operations”;
• difficulties in entering new markets where we have no or limited direct prior experience or where competitors may have stronger
market positions;
• in the case of acquisitions involving foreign companies or operations, the need to integrate operations across different cultures and
languages and to address the particular regulatory, economic, currency, and political risks associated with specific countries or
regions;
• in some cases, the need to transition operations, users and customers of our existing businesses or the acquired business, as the case
may be, onto different platforms;
• liability for activities of the acquired company before the acquisition, including intellectual property and other litigation claims or
disputes, violations of laws, rules and regulations, commercial disputes, tax liabilities and other known and unknown liabilities;
•
the potential loss of key employees following the acquisition;
• the acquisition of new customer and employee personal information, which in and of itself may require regulatory approval and or
additional controls, policies and procedures and subject us to additional exposure; and
• for investments in which an investee's results of operations and financial condition are incorporated into our financial statements and
operating metrics, either in full or in part, the dependence on the investee's accounting, financial reporting, operating metrics and
similar systems, controls and processes.