eBay Investor Deck Final

8/11/2019 eBay Investor Deck Final

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Investor Presentation

September 30, 2014


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This communication contains forward-looking statements relating to, among other things, the planned separation of eBay Inc.s Marketplaces andPayPal businesses and the future performance of eBay Inc. and its consolidated subsidiaries that are based on the company's current expectations,forecasts and assumptions and involve risks and uncertainties. These statements include, but are not limited to, the completion and timing of any such

separation, the future performance of the Marketplaces and PayPal businesses on a standalone business if the separation is completed, and the futuregrowth of mobile payments and mobile commerce. Actual results could differ materially from those predicted or implied and reported results should notbe considered as an indication of future performance. There is no assurance as to the timing of the spin-off or whether it will be completed. Otherfactors that could cause or contribute to such differences include, but are not limited to: whether the operational, marketing and strategic benefits of theseparation can be achieved; whether the costs and expenses of the separation can be controlled within expectations; changes in political, business andeconomic conditions, any European, Asian or general economic downturn or crisis (including any economic disruption or sanctions related to Ukraineor Russia) and any conditions that affect ecommerce growth; fluctuations in foreign currency exchange rates; our need to successfully react to theincreasing importance of mobile payments and mobile commerce and the increasing social aspect of commerce; our ability to dea l with the increasinglycompetitive ecommerce environment, including competition for sellers from other trading sites and other means of selling, and competition for buyersfrom other merchants, online and offline; changes to capital allocation or management of operating cash; our need to manage an increasingly largeenterprise with a broad range of businesses of varying degrees of maturity and in many different geographies; the effect of management changes andbusiness initiatives; our need and ability to manage other regulatory, tax and litigation risks as services are offered in more jurisdictions and applicablelaws become more restrictive; any changes to product offerings; the competitive, regulatory, payment card association-related and other risks specificto PayPal and Bill Me Later, especially as PayPal continues to expand geographically and introduce new products and as new laws and regulationsrelated to financial services companies come into effect; our ability to t imely upgrade and develop technology systems, infrastructure and customerservice capabilities at reasonable cost; our ability to maintain site stability and performance on all sites while adding new products and features in atimely fashion; and our ability to profitably integrate, manage and grow businesses that have been acquired or may be acquired in the future. Theforward-looking statements in this communication do not include the potential impact of any acquisitions or divestitures that may be announced and/orcompleted after the date hereof.

More information about factors that could affect our operating results is included under the captions Risk Factors and Management's Discussion andAnalysis of Financial Condition and Results of Operations in eBay Inc.s most recent annual report on Form 10-K and subsequent quarterly reports onForm 10-Q, copies of which may be obtained by visiting the eBay Inc. Investor Relations website at http://investor.ebayinc.comor the SECs website atwww.sec.gov. All information in this communication is as of the date hereof. Undue reliance should not be placed on the forward-looking statements inthis communication, which are based on information available to eBay Inc. on the date hereof. eBay Inc. assumes no obligation to update suchstatements, except as required by law.

Forward-Looking Statements
http://investor.ebayinc.com/http://www.sec.gov/http://www.sec.gov/http://investor.ebayinc.com/


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Table of Contents

The Announcement and Journey

The Decision Framework

Two Great Businesses

Transaction Details


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The Announcement

eBays board has approved a plan to separate eBay into two independent

publicly-traded companies

The transaction creates two pure-play industry leaders, each withsignificant scale and reach, in commerce and payments

Led by two world-class management teams, eBay and PayPal will carryforward our focus on innovation and strong commitment to our customers

A tax-free spin is expected to be completed in the second half of 2015,subject to market, regulatory and certain other conditions

eBay

Global Commerce

Leader LTM Revenue: $9.9bn

10% YoY Revenue Growth

Segment Margin: 35%

PayPal

Global Payments

Leader

LTM Revenue: $7.2bn

19% YoY Revenue Growth

Segment Margin: 25%

Note: eBay metrics includes Marketplaces and Enterprise segments. Last Twelve Months from Q3 2013 to Q2 2014.


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Weve Built A Powerful Company

$B

PayPalAcquired

Revenue

$ 0.61$ 0.22 $ 1.05 $ 1.71 $ 1.73 $ 2.36Non-GAAP

EPS

PayPal

eBay

25%

Note: CAGRs calculated from 2002 to Last Twelve Months. Last Twelve Months from Q3 2013 to Q2 2014.

$ 2.83

CAGR

46%

26%

$0.1 $0.7 $ 1.4$ 2.4

$ 3.4$ 5.6

$ 7.2

$ 1.2

$ 3.3

$ 6.0

$ 8.5

$ 9.2

$ 14.1

$ 17.0

2002 2004 2006 2008 2010 2012 Last Twelve

Months


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$ 30

$ 145

2008 Last Twelve

Months

BuyerProtection

That Benefited from Mutually Reinforcing Effects, andCreated a Growth Business Off-eBay

Flywheel Effects on-eBay Helped PayPal Grow Off-

eBay

Today, Off-eBay Greater

than 70% of PayPal Volume

MoreGMV

Users

Share ofCheckout

Volume MoreTPV

EasyCheckout

Credit

Cross-BorderTrade

DATATransactionBehavioral

CustomerRisk

$B $B

CAGR: 33%

Merchant Services TPV


Off-eBay Merchant Services

On-eBay

% Off-eBay

49 % 71%

$ 30

$ 145

$ 30

$ 58

$ 60

$ 203

2008 Last Twelve

Months


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Leading to Thoughtful Portfolio Analysis Over Time

Careful consideration of corporate structure over long periodwith board

Keen eye on industry landscapes

Refined situational and operational analysis

On-going dialogue with broad group of investors


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Two Powerful Industry Leaders

Business Overview

Marketplaces: Connectingcommerce globally

Enterprise: Solutions forretailers to compete in an omni-channel world

The way to pay across online,mobile and offline

Key Brands

Competitive Position Commerce leader with unique

capabilities across productselection, global distributionand omni-channel technology

Payments leader withunmatched paymentsplatform, global scale andrisk management


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6072

92

119

145

180

203

3040

57

78

97

125

145

2008 2009 2010 2011 2012 2013 Last

Twelve

Months

33%

Creating the Defining Pure Play Online Payments Leader

The Only Digital Payments Platform With Scale

A Pre-eminent Global Growth Platform


The digitization ofpayments has arrived

PayPal is the unquestionedtechnology and paymentsleader

Unique global scale, trusted

brand, and risk platform Accelerating volume growth

with massive opportunitiesacross online, offline, andmobile

Strategically positioned at

the center of the dynamicpayments landscape

with Tremendous Opportunity

25%

Off-eBay TPV

TPV

CAGR

$B


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World Class LeadersPost Separation

Devin WenigChief Executive

Officer, eBay

Dan SchulmanChief ExecutiveOfficer, PayPal

President of eBay Marketplaces sinceSeptember 2011

CEO of Thomson Reuters Markets from April2008 to August 2011

Senior Vice President and CFO of eBayMarketplaces

7 years at eBay, 5 years as Marketplaces CFO 15 years at GE

Senior Vice President and CFO of PayPal Joined as CFO of PayPal in 2010 CFO of Sitel Worldwide, BJC Healthcare 20 years at GE

Scott SchenkelChief Financial

Officer, eBay

Patrick DupuisActing

Chief FinancialOfficer, PayPal

Joined eBay in 2014, formerly EnterpriseGrowth Group President at American Express

Senior Executive and CEO Roles at AT&T,Sprint, Priceline, Virgin Mobile


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Leadership of the integrated portfolio until separation

Best positioned to provide unbiased, informed, and objective separation

decisions: operating agreements, capital structure, governancewhileminimizing business unit distractions

Continuing guidance through board role at one or both of eBay and PayPal

Bob Swan

Chief Financial Officer, eBay

John Donahoe

Chief Executive Officer, eBay

Leadership to Maximize Value to All Shareholders


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Transaction Details


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Two Compelling Financial Profiles

Transaction Volume(LTM)

Transaction VolumeGrowth (LTM)

Revenue (LTM)

Revenue Growth(LTM)

Segment Margin

Global Installed Base

$9.9B $7.2B10% 19%

35% 25%

Rare combination of growth,margins and free cash flow

Leading online paymentscompany with accelerating growth

$203BTPV$85BGMV + GMS

Note: eBay metrics includes Marketplaces and Enterprise segments. Last Twelve Months from Q3 2013 to Q2 2014.

149MActive buyers

152MActive accounts

13% 26%

New


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Mutual Benefits Can Be Optimized with OperatingAgreements and Capital Structure Decisions

Scale andGrowth

Data InnovationLow CostFunding

Addressed with OperatingAgreements

Addressed withAppropriate

Capital Structure

Today, PayPal benefits from

from eBays

users and GMVfrom eBaysTransactions

enabled byeBays platform

from eBaysBalance Sheet


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Transaction Overview

TransactionStructure Tax-free spinoff to eBay shareholders

Timing Separation expected to be completed in the second half of 2015

Subject to market, regulatory and certain other conditions

Key Steps toCompletion

ClosingConditions

Final approval by eBay board of directors Favorable opinion and/or rulings on tax-free nature of transaction

Effectiveness of Form-10 registration statement filed with the SEC

Other customary conditions

Operating Agreements /Transition Services Agreement

Organizational Structure

Stand-alone FinancialStatements / Audits

SECReview Process Board Approval

Capital Structure


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Separation Details

Both companies will be capitalized with strong balance sheetswith expected investment grade ratings

Current debt is expected to remain at new eBay

Both companies are expected to incur one-time charges relatedto the transaction preceding the separation

Minimal cost dis-synergies are anticipated on an ongoing basis

CapitalStructure

Cost ofSeparation

Optimize historical mutual benefits; minimize dis-synergies,position business unit for success

Will put in place long-term, arms-length operating agreements

Key terms to include presence, take rate, IP, data-sharing, andmechanisms to amend the agreement

OperatingAgreements


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Transformational Milestone

Accelerating pace of change in payments and commerce separationbest positions each business to capitalize on growth opportunities

Makes us more agile and focused to bring targeted innovation

Reflects confidence we can preserve relationships and avoid dis-

synergies through arms-length operating agreements

Enables optimal capital structures to match specific business unitneeds

Provides investors direct exposure to pure play commerce andpayments businesses

A Time for Focus and Agility to Compete and Win

Documents

eBay Investor Deck Final