eBay 2015 Annual Report Download - page 89

eBay Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
2014 Acquisition Activity
During 2014, we completed three acquisitions for aggregate purchase consideration of approximately $58
million, consisting primarily of cash. The allocation of the aggregate purchase consideration resulted in net
liabilities of approximately $1 million, purchased intangible assets of $29 million and goodwill of $30 million.
The consolidated financial statements include the operating results of the acquired businesses since the respective
dates of the acquisitions. Pro forma results of operations have not been presented because the effect of the
acquisitions was not material to our financial results.
2013 Acquisition Activity
During 2013, we completed four acquisitions for aggregate purchase consideration of approximately $148
million, consisting primarily of cash. The allocation of the aggregate purchase consideration resulted in net
liabilities of approximately $15 million, purchased intangible assets of approximately $51 million and goodwill
of approximately $112 million. The consolidated financial statements include the operating results of the
acquired businesses since the respective dates of the acquisitions. Pro forma results of operations have not been
presented because the effect of the acquisitions was not material to our financial results.
2013 Divestiture Activity
In 2013, a note receivable received as consideration of a previously divested business was repaid and our
investments in RueLaLa and ShopRunner were sold for total cash proceeds of approximately $485 million. This
transaction resulted in a net gain of approximately $75 million, which has been recognized in interest and other,
net in our consolidated statement of income.
Note 4 — Discontinued Operations
On June 26, 2015, our Board approved the separation of PayPal through the Distribution. To consummate
the Distribution, our Board declared a pro rata dividend of PayPal Holdings, Inc. common stock to eBay’s
stockholders of record as of the close of business on July 8, 2015 (the “Record Date”). Each eBay stockholder
received one (1) share of PayPal Holdings, Inc. common stock for every share of eBay common stock held at the
close of business on the Record Date. The Distribution occurred on July 17, 2015. Immediately following the
Distribution, PayPal became an independent, publicly traded company and is listed on The NASDAQ Stock
Market under the ticker “PYPL.” eBay continues to trade on The NASDAQ Stock Market under the ticker
“EBAY.” We have classified the results of PayPal as discontinued operations in our consolidated statement of
income for all periods presented. Additionally, the related assets and liabilities associated with the discontinued
operations in the prior year consolidated balance sheet are classified as discontinued operations. In connection
with the Distribution, we reviewed our capital allocation strategy to ensure that each of PayPal and eBay would
be well capitalized at Distribution. As part of this strategy, we contributed approximately $3.8 billion of cash to
PayPal.
During the second quarter of 2015, our Board approved a plan to sell Enterprise. Based on the expected
sales proceeds, we recorded a goodwill impairment of $786 million in the second quarter of 2015. On July 16,
2015, we signed a definitive agreement to sell Enterprise for $925 million and on November 2, 2015, the sale
closed. We recorded a loss of $35 million upon closing included within income (loss) from discontinued
operations, net of income taxes. We have classified the results of Enterprise as discontinued operations in our
consolidated statement of income for all periods presented. Additionally, the related assets and liabilities
associated with the discontinued operations in the prior year consolidated balance sheet are classified as
discontinued operations.
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