Hi Sara,

Please find my attachments for your information.

Thank you

Masoumeh

P 3-2 P 3-2 The following information was obtained from the accounts of Lukes, Inc., as of December 31, 2012. It is presented in scrambled order. Common stock, no par value, 10,000 shares authorized, 5,724 shares issued $ 3,180 Retained earnings 129,950 Deferred income tax liability (long term) 24,000 Long-term debt 99,870 Accounts payable 35,000 Buildings 75,000 Machinery and equipment 300,000 Land 11,000 Accumulated depreciation 200,000 Cash 3,000 Receivables, less allowance of $3,000 58,000 Accrued income taxes 3,000 Inventory 54,000 Other accrued expenses 8,000 Current portion of long-term debt 7,000 Prepaid expenses 2,000 Other assets (long term) 7,000 Required Prepare a classified balance sheet in report form. For assets, use the classifications of current assets, plant and equipment, and other assets. For liabilities, use the classifications of current liabilities and long-term liabilities. P 3-3 The following information was obtained from the accounts of Alleg, Inc., as of December 31, 2012. It is presented in scrambled order. Common stock, authorized 21,000 shares at $1 par value, issued 10,000 shares $ 10,000 Additional paid-in capital 38,000 Cash 13,000 Marketable securities 17,000 Accounts receivable 26,000 Accounts payable 15,000 Current maturities of long-term debt 11,000 Mortgages payable 80,000 Bonds payable 70,000 Inventory 30,000 Land and buildings 57,000 Machinery and equipment 125,000 Goodwill 8,000 Patents 10,000 Other assets 50,000 Deferred income taxes (long-term liability) 18,000 Retained earnings 33,000 Accumulated depreciation 61,000 Required Prepare a classified balance sheet in report form. For assets, use the classifications of current assets, plant and equipment, intangibles, and other assets. For liabilities, use the classifications of current liabilities and long-term liabilities. P 3-11 An item of equipment acquired on January 1 at a cost of $100,000 has an estimated life of 10 years. Required Assuming that the equipment will have a salvage value of $10,000, determine the depreciation for each of the first three years by the: a. Straight-line method b. Declining-balance method c. Sum-of-the-years'-digits method P3-14 Answer the following multiple-choice questions: a. Which of the following accounts would not appear on a conventional balance sheet? 1. Accounts receivable 2. Accounts payable 3. Patents 4. Gain from sale of land 5. Common stock b. Current assets typically include all but which of the following assets? 1. Cash restricted for the retirement of bonds 2. Unrestricted cash 3. Marketable securities 4. Receivables 5. Inventories c. The Current Liabilities section of the balance sheet should include 1. Land. 2. Cash surrender value of life insurance. 3. Accounts payable. 4. Bonds payable. 5. Preferred stock. d. Inventories are the balance of goods on hand. In a manufacturing firm, they include all but which of the following? 1. Raw materials 2. Work in process 3. Finished goods 4. Supplies 5. Construction in process e. Which of the following accounts would not usually be classified as a current liability? 1. Accounts payable 2. Wages payable 3. Unearned rent income 4. Bonds payable 5. Taxes payable f. For the issuing firm, redeemable preferred stock should be classified where for analysis purposes? 1. Marketable security 2. Long-term investment 3. Intangible 4. Liabilities 5. Shareholders' equity g.Which of the following accounts would not be classified as an intangible? 1. Goodwill 2. Patent 3. Accounts receivable 4. Trademarks 5. Franchises h. Which of the following is not true relating to intangibles? 1. Research and development usually represents a significant intangible on the financial statements. 2. Goodwill arises from the acquisition of a business for a sum greater than the physical asset value. 3. Purchased goodwill is not amortized but is subject to annual impairment reviews. 4. The global treatment of goodwill varies significantly. 5. Intangibles are usually amortized over their useful lives or legal lives,whichever is shorter. i. Growth Company had total assets of $100,000 and total liabilities of $60,000. What is the balance of the stockholders' equity? 1. $0 2. $40,000 3. $60,000 4. $100,000 5. None of the above. j. The Current Assets section of the balance sheet should include 1. Inventory. 2. Taxes payable. 3. Land. 4. Patents. 5. Bonds payable. k. Which of the following is not a typical current liability? 1. Accounts payable 2. Wages payable 3. Interest payable 4. Pension liabilities 5. Taxes payable l. Which of the following is a current liability? 1. Unearned rent income 2. Prepaid interest 3. Land 4. Common stock 5. None of the above. m. Treasury stock is best classified as a 1. Current liability. 2. Current asset. 3. Reduction of stockholders' equity. 4. Contra asset. 5. Contra liability. n. Considering IFRSs, which of the following statements would be considered false? 1. IFRSs do not require a standard format for the balance sheet. 2. With IFRSs, usually nonconcurring assets are presented first, followed by current assets. 3. Under IFRS for liabilities and owners' equity, capital and listed reserves are usually listed first, then noncurrent liabilities, and then current liabilities last. P 4-2 The following information for Lesky Corporation covers the year ended December 31, 2012: LESKY CORPORATION Income Statement For the Year Ended December 31, 2012 Revenue: Revenues from sales $362,000 Rental income 1,000 Interest 2,400 Total revenue 365,400 Expenses: Cost of products sold $242,000 Selling expenses 47,000 Administrative and general expenses 11,400 Interest expense 2,200 Federal and state income taxes 20,300 Total expenses 322,900 Net income $ 42,500 Required: Change this statement to a multiple-step format, as illustrated in this chapter. P 4-15 The following information for Gaffney Corporation covers the year ended December 31, 2012: GAFFNEY CORPORATION Income Statement For the Year Ended December 31, 2012 Revenue: Revenues from sales $450,000 Other 5,000 Total revenue 455,000 Expenses: Cost of products sold $280,000 Selling expenses 50,000 Administrative and general expenses 20,000 Federal and state income taxes 30,000 Total expenses 380,000 Net income 75,000 Other comprehensive income Available-for-sale securities adjustment, net of $5,000 income tax $ 7,000 Foreign currency translation adjustment, net of $3,000 income tax 8,000 Other comprehensive income 15,000 Comprehensive income $ 90,000 Required a. Will net income or comprehensive income tend to be more volatile? Comment. b. Which income figure will be used to compute earnings per share? c. What is the total tax expense reported? d. Will the items within other comprehensive income always net out as an addition to net income? Comment. P 4-16 Required Answer the following multiple-choice questions: a. Which of the following items would be classified as operating revenue or expense on an income statement of a manufacturing firm? 1. Interest expense 2. Advertising expense 3. Equity income 4. Dividend income 5. Cumulative effect of change in accounting principle b. Which of the following is a recurring item? 1. Error of a prior period 2. Equity in earnings of nonconsolidated subsidiaries 3. Extraordinary loss 4. Cumulative effect of change in accounting principle 5. Discontinued operations c. The following relate to the income statement of Growth Company for the year ended 2012. What is the beginning inventory? Purchases $180,000 Purchase returns 5,000 Sales 240,000 Cost of goods sold 210,000 Ending inventory 30,000 1. $6,000 2. $65,000 3. $50,000 4. $55,000 5. $70,000 d. Which of the following items are considered to be nonrecurring items? 1. Equity earnings 2. Unusual or infrequent item disclosed separately 3. Discontinued operations 4. Extraordinary item 5. Cumulative effect of change in accounting principle e. If the investor company owns 30% of the stock of the investee company and the investee company reports profits of $150,000, then the investor company reports equity income of 1. $25,000. 2. $35,000. 3. $45,000. 4. $50,000. 5. $55,000. f. Which of the following would be classified as an extraordinary item on the income statement? 1. Loss from tornado 2. Loss on disposal of a segment of business 3. Write-down of inventory 4. Correction of an error of the current period 5. Loss from strike g. Which of the following is true when a cash dividend is declared and paid? 1. The firm is left with a liability to pay the dividend. 2. Retained earnings is reduced by the amount of the dividend. 3. Retained earnings is increased by the amount of the dividend. 4. Retained earnings is not influenced by the dividend. 5. Stockholders' equity is increased. h. Which of the following is true when a 10% stock dividend is declared and distributed? 1. Retained earnings is increased. 2. Stockholders' equity is increased. 3. Stockholders' equity is decreased. 4. Authorized shares are increased. 5. The overall effect is to leave stockholders' equity in total and each owner's share of stockholders' equity unchanged; however, the total number of shares increases. P 5-4 The Kelly Services, Inc., and Subsidiaries statements of earnings from its 2010 annual report are presented in Exhibit 5-4. Required a. Using the statements of earnings, prepare a vertical common-size analysis for 2010, 2009, and 2008. Use revenues as the base. b. Using the statements of earnings, prepare a horizontal common-size analysis for 2010, 2009, and 2008. Use 2008 as the base. c. Comment on significant trends that appear in (a) and (b). P 5-7 Rapid Retail Comparative Statements of Income December 31 Increase (Decrease) (In thousands of dollars) 2011 2010 Dollars Percent Net sales $30,000 $28,000 Cost of goods sold 20,000 19,500 Gross profit 10,000 8,500 Selling, general and administrative expense 3,000 2,900 Operating income 7,000 5,600 Interest expense 100 80 Income before taxes 6,900 5,520 Income tax expense 2,000 1,600 Net income $ 4,900 $ 3,920 Required a. Complete the increase (decrease) in dollars and percent. b. Comment on trends. P 5-8 Required Answer the following multiple-choice questions: a. Which of the following statements is incorrect? 1. Ratios are fractions expressed in percent or times per year. 2. A ratio can be computed from any pair of numbers. 3. A very long list of meaningful ratios can be derived. 4. There is one standard list of ratios. 5. Comparison of income statement and balance sheet numbers, in the form of ratios, should not be done. b. A figure from this year's statement is compared with a base selected from the current year. 1. Vertical common-size statement 2. Horizontal common-size statement 3. Funds statement 4. Absolute figures 5. Balance sheet c. Fremont Electronics has income of $1 million. Columbus Electronics has income of $2 million. Which of the following statements is a correct statement? 1. Columbus Electronics is getting a higher return on assets employed. 2. Columbus Electronics has higher profit margins than does Fremont Electronics. 3. Fremont Electronics could be more profitable than Columbus Electronics in relation to resources employed. 4. No comparison can be made between Fremont Electronics and Columbus Electronics. 5. Fremont Electronics is not making good use of its resources. d. Industry ratios should not be considered as absolute norms for a given industry because of all but which of the following? 1. The firms have different accounting methods. 2. Many companies have varied product lines. 3. Companies within the same industry may differ in their method of operations. 4. The fiscal year-ends of the companies may differ. 5. The financial services may be private independent firms. e. Which of the following is a publication of the federal government for manufacturing, mining, and trade corporations? 1. Annual Statement Studies 2. Standard & Poor's Industry Surveys 3. Almanac of Business and Industrial Financial Ratios 4. Industry Norms and Key Business Ratios 5. The Department of Commerce Financial Report f. Which service represents a compilation of corporate tax return data? 1. Annual Statement Studies 2. Standard & Poor's Industry Surveys 3. Almanac of Business and Industrial Financial Ratios 4. Industry Norms and Key Business Ratios 5. The Department of Commerce Financial Report g. Which service includes over 800 different lines of business? 1. Annual Statement Studies 2. Standard & Poor's Industry Surveys 3. Almanac of Business and Industrial Financial Ratios 4. Industry Norms and Key Business Ratios 5. The Department of Commerce Financial Report h. Which analysis compares each amount with a base amount for a selected base year? 1. Vertical common-size 2. Horizontal common-size 3. Funds statement 4. Common-size statement 5. None of these i. Suppose you are comparing two firms in the coal industry. Which type of numbers would be most meaningful for statement analysis? 1. Relative numbers would be most meaningful for both firms, especially for interfirm comparisons. 2. Relative numbers are not meaningful. 3. Absolute numbers would be most meaningful. 4. Absolute numbers are not relevant. 5. It is not meaningful to compare two firms. j. Management is a user of financial analysis. Which of the following comments does not represent a fair statement as to the management perspective? 1. Management is not interested in the view of investors. 2. Management is interested in liquidity. 3. Management is interested in profitability. 4. Management is interested in the debt position. 5. Management is interested in the financial structure of the entity. 6/14/2017 eBay 2014 10K 10K 1 ebay201410k.htm FORM 10K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 00024821 eBay Inc. (Exact name of registrant as specified in its charter) Delaware 770430924 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 2065 Hamilton Avenue San Jose, California 95125 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (408) 3767400 Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class Name of exchange on which registered Common stock The Nasdaq Global Select Market Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934: None Indicate by check mark if the registrant is a wellknown seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [x] No [ ] Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes [ ] No [x] Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 1/150 6/14/2017 eBay 2014 10K subject to such filing requirements for the past 90 days. Yes [x] No [ ] Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation ST ( 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [x] No [ ] https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 2/150 6/14/2017 eBay 2014 10K Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation SK is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10K or any amendment to this Form 10K. Yes [x] No [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a nonaccelerated filer or a smaller reporting company. See the definitions of \"large accelerated filer,\" \"accelerated filer,\" and \"smaller reporting company\" in Rule 12b2 of the Exchange Act. Large accelerated filer [x] Accelerated filer [ ] Nonaccelerated filer [ ] (Do not check if a smaller reporting company) Smaller reporting company [ ] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b2 of the Exchange Act). Yes [ ] No [x] As of June 30, 2014, the aggregate market value of the registrant's common stock held by nonaffiliates of the registrant was $56,598,125,397 based on the closing sale price as reported on The Nasdaq Global Select Market. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. Class Outstanding as of February 2, 2015 Common Stock, $0.001 par value per share 1,210,046,829 shares DOCUMENTS INCORPORATED BY REFERENCE Part III incorporates information by reference from the definitive proxy statement for the registrant's Annual Meeting of Stockholders expected to be held in April 2015. https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 3/150 6/14/2017 eBay 2014 10K eBay Inc. Form 10K For the Fiscal Year Ended December 31, 2014 TABLE OF CONTENTS Page Item 1. Business Item 1A. Risk Factors 13 Item 1B. Unresolved Staff Comments 41 Item 2. Properties 41 Item 3. Legal Proceedings 41 Item 4. Mine Safety Disclosures 43 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 44 Item 6. Selected Financial Data 47 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 48 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 69 Item 8. Financial Statements and Supplementary Data 72 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 72 Item 9A. Controls and Procedures 72 Item 9B. Other Information 72 Part I 4 Part II Part III Item 10. Directors, Executive Officers and Corporate Governance 72 Item 11. Executive Compensation 72 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 73 Item 13. Certain Relationships and Related Transactions and Director Independence 73 Item 14. Principal Accounting Fees and Services 73 Item 15. Exhibits and Financial Statement Schedules Part IV 73 3 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 4/150 6/14/2017 eBay 2014 10K PART I FORWARDLOOKING STATEMENTS This Annual Report on Form 10K contains forwardlooking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements that involve expectations, plans or intentions (such as those relating to future business, future results of operations or financial condition, new or planned features or services, or management strategies, including the proposed separation of PayPal from eBay described below). You can identify these forwardlooking statements by words such as \"may,\" \"will,\" \"would,\" \"should,\" \"could,\" \"expect,\" \"anticipate,\" \"believe,\" \"estimate,\" \"intend,\" \"plan\" and other similar expressions. These forwardlooking statements involve risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in our forwardlooking statements. Such risks and uncertainties include, among others, those discussed in \"Item 1A: Risk Factors\" of this Annual Report on Form 10K, as well as in our consolidated financial statements, related notes, and the other information appearing elsewhere in this report and our other filings with the Securities and Exchange Commission, or the SEC. We do not intend, and undertake no obligation, to update any of our forwardlooking statements after the date of this report to reflect actual results or future events or circumstances. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forwardlooking statements. ITEM 1: BUSINESS eBay Inc. was formed as a sole proprietorship in September 1995 and was incorporated in California in May 1996. In April 1998, we reincorporated in Delaware, and in September 1998, we completed the initial public offering of our common stock. Our principal executive offices are located at 2065 Hamilton Avenue, San Jose, California 95125, and our telephone number is (408) 376 7400. Unless otherwise expressly stated or the context otherwise requires, when we refer to \"we,\" \"our,\" \"us\" or \"eBay\" in this Annual Report on Form 10K, we mean the current Delaware corporation (eBay Inc.) and its California predecessor, as well as all of its consolidated subsidiaries. When we refer to \"eBay.com,\" we mean the online marketplace located at www.ebay.com and its localized counterparts. When we refer to \"PayPal,\" we mean the online payments platform located at www.paypal.com and its localized counterparts. When we refer to \"Enterprise,\" we mean the ecommerce and marketing solutions provided by eBay Enterprise, formerly GSI Commerce, which we acquired in June 2011. On January 21, 2015, we announced that we will be exploring strategic options for eBay Enterprise, including a possible sale or IPO. We enable global commerce and payments on behalf of users, merchants, retailers and brands of all sizes. The technologies and services we provide are designed to enable users and merchants worldwide to organize and offer their inventory for sale and buyers to find, buy and pay for it virtually anytime and anywhere. We enable commerce through three reportable segments: Marketplaces, Payments and Enterprise. Driven by the ubiquity of the Internet and the proliferation of mobile devices, we believe that the way consumers engage with each other, brands and services is fundamentally changing, blurring the lines between offline retail and online ecommerce. We believe that this trend has expanded our addressable market in both the ecommerce and payments industries. We measure our footprint in this addressable market using a metric that we call \"Enabled Commerce Volume." Enabled Commerce Volume, or ECV, consists of the total commerce and payment volume that runs through our platforms and which we enable on behalf of our users, merchants, retailers and brands. We define ECV as the total commerce and payment volume across all three of our business segments consisting of Marketplaces GMV, PayPal Merchant Services Net TPV and eBay Enterprise Gross Merchandise Sales not earned on eBay or paid for via PayPal or PayPal Credit (formerly Bill Me Later) during the period it excludes volume transacted through the Magento platform. See the definitions of \"GMV,\" \"Merchant Services Net TPV\" and \"Gross Merchandise Sales\" in our Marketplaces, Payments and Enterprise discussions, respectively, below. Our primary focus is on our customers. Our company is only successful when the users and merchants we enable are successful. Whether online, through the mobile channel or in the physical world, we are primarily a transactionbased business that generates revenue from the transactions and payments that we successfully enable. We also generate revenue through marketing services, classifieds and advertising. In addition, we have created an open source platform that provides software developers and merchants access to our applications programming interfaces, or APIs, to develop software and solutions for commerce. As of December 31, 2014, our Marketplaces segment had more than 155 million active buyers and more than 800 million listings globally, while our Payments segment had 162 million active registered accounts. See the definitions of "active buyer" and \"active registered accounts\" in our Marketplaces and Payments discussions, respectively, below. For additional financial information about our reportable segments as well as the geographic areas where we conduct business, please see "Note 5 Segments" to the consolidated financial statements included in this Annual Report on Form 10K. Additionally, please see the information in "Item 1A: Risk Factors" under the caption "Our international operations are subject 4 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 5/150 6/14/2017 eBay 2014 10K to increased risks, which may harm our business, operating results, and financial condition," which describes risks associated with the foreign operations of our reportable segments. Proposed Separation of PayPal from eBay On September 30, 2014, we announced that our Board of Directors, following a strategic review of our growth strategies and structure, has approved a plan to separate PayPal (consisting of our Payments segment) into an independent publicly traded company. We expect to complete the transaction as a taxfree spinoff in the second half of 2015, subject to market, regulatory, and certain other conditions. We also announced that Dan Schulman has been appointed as President of PayPal and CEOdesignee of the standalone PayPal company following separation, and that Devin Wenig, currently President of eBay Marketplaces, will become CEO of eBay following separation. Please see the information in "Item 1A: Risk Factors" under the heading "Risk Factors Related to the Planned Separation," which describes some of the risks and uncertainties associated with the proposed separation. Marketplaces Our Marketplaces segment includes our core global ecommerce platform, ebay.com other localized sites around the world such as eBay.de and eBay.co.uk related commerce platforms, including our vertical shopping websites, such as StubHub, and our classifieds websites, such as Marktplaats.nl and mobile.de and our advertising services business. We have made investments and acquisitions to help enable commerce on our platforms for consumers and merchants online, on mobile devices and in the physical world. Our objective is to bring the world's inventory to the world's buyers. We had more than 155 million active buyers as of December 31, 2014. The term \"active buyer\" means, as of any date, all buyers (including buyers of Half.com, StubHub, GittiGidiyor and our Korean subsidiary) who successfully closed a transaction on our Marketplaces platforms within the previous 12month period. Buyers may register more than once, and as a result, may have more than one account. Our Marketplaces platforms offer the following features: We are a leading commerce platform for users and merchants. Our business model and pricing is designed so that our Marketplaces business is successful when our merchants are successful. The majority of our Marketplaces revenue comes from a take rate on the Gross Merchandise Volume, or GMV, of transactions closed on our Marketplaces trading platforms. In 2014, we generated $82.95 billion in GMV. We define GMV as the total value of all successfully closed transactions between users on Marketplaces platforms (excluding eBay's classifieds websites, brands4friends and Shopping.com) during the applicable period, regardless of whether the buyer and seller actually consummated the transaction excludes vehicles and real estate gross merchandise volume. Our eBay Top Rated Seller program, or eTRS, rewards qualifying sellers with fee discounts and improved search standing for qualifying listings if they are able to maintain excellent customer service ratings and meet specified criteria for shipping and returns. We believe that sellers who fulfill these standards help promote our goal of maintaining an online marketplace that is safe and hassle free. eTRS is currently available in the U.S., the U.K., Germany and Australia. eBay Money Back Guarantee covers items purchased on our websites in the U.S., the U.K., Germany, Australia and Canada through a qualifying payment method and protects most buyers with respect to items that are not received or are received but not as described in the listing. Some purchases, including most vehicles, are not covered. eBay Money Back Guarantee provides coverage for the purchase price of the item, plus original shipping costs, for a limited period of time from the original date of transaction, and includes a streamlined interface to help buyers and sellers navigate the process. The size and scale of our Marketplaces platforms are designed to enable our users and merchants to leverage our economies of scale and capital investment, for example in sales and marketing, mobile, customer acquisition and customer service. We provide a variety of access points for consumers to shop virtually anytime, anywhere. Our Marketplaces platforms are accessible through a traditional online experience (e.g., an Internetconnected computer), from mobile devices (e.g., smartphones and tablets), and to a limited extent, via screens in the physical world (e.g., dedicated terminals located within retail stores). We offer downloadable, easytouse mobile applications for the iPhone, the iPad, Android and Windows mobile devices that allow access to eBay.com and some of our other websites and vertical 5 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 6/150 6/14/2017 eBay 2014 10K shopping experiences, including StubHub, Fashion, Motors and Half.com. In 2014, over $27 billion in mobile commerce volume was transacted across our platforms, representing an increase of more than 40% compared to 2013. We provide a large selection of inventory globally. We had over 800 million items listed for sale as of December 31, 2014, which we believe makes us one of the world's largest online marketplaces. For 2014, approximately 61% of our GMV was international (i.e., outside the U.S.). We strive to provide value to consumers. We believe that we have some of the lowest prices available for a number of consumer products. In the U.S., the U.K. and Germany over 56% of successfully closed transactions included free shipping during 2014. We have developed a number of features on our Marketplaces platforms in the areas of trust and safety (including our Feedback Forum, SafeHarbor Program, Verified Rights Owner Program, eTRS and eBay Money Back Guarantee), customer support and valueadded tools and services, as well as loyalty programs (for both buyers and sellers). These features are designed to make users more comfortable trading with unknown partners and completing transactions online or through mobile devices, as well as rewarding our top buyers and sellers for their loyalty. We offer consumers choice. We offer choice to consumers across a number of dimensions: By listing format: Merchants and individuals can choose to list their products and services through fixed price listings or an auctionstyle format on our core Marketplaces platform. Our fixed price format on eBay.com allows buyers and sellers to close transactions at a predetermined price set by the seller. Sellers are also able to signal that they would be willing to close the transaction at a lower price through the Best Offer feature. Our auctionstyle format allows a seller to select a minimum price for opening bids. Our classifieds websites have listings in over 1,500 cities around the world and are designed to help people list their products and services generally for free and then trade at a local level. Our classifieds websites include alaMaula, BilBasen, dba.dk, eBay Classifieds (eBay Classifieds, eBay Kleinanzeigen and eBay Annunci), Gumtree, Kijiji, iBazar, 2dehands.be, 2ememain.be, LoQUo, Marktplaats.nl and mobile.de. By item condition: Merchants and sellers can list, and consumers can search for and buy, items that are new, refurbished and used, common and rare items and branded and unbranded products on our core Marketplaces platform. By delivery format: Consumers can have items shipped to them through shipping options offered by the seller and selected by the buyer on our core Marketplaces platform. For certain items purchased from certain retailers, consumers can pick up items they purchased online or through mobile devices in one of the retailer's physical stores (which we refer to as in store pickup). This brings more choice for buyers and sellers around delivery cost and convenience. We offer a variety of specialized vertical experiences. We continue to focus on customizing our buying and selling experiences to make it easier for users to list, find and buy items by offering formats dedicated to specific products or categories. On our core eBay.com websites, we have built specialized experiences for certain vertical formats, such as Daily Deals, Fashion, Motors (vehicles parts and accessories) and Electronics. Our Daily Deals vertical offers a variety of products in multiple categories at discounted prices with free shipping. StubHub is a leading marketplace for event tickets, enabling fans to buy and sell tickets to a large selection of sports, concert, theater and other live entertainment events. Payments Our Payments segment includes our core payments brand PayPal, which enables individuals and businesses to securely, easily and quickly send and receive payments online and through a broad range of mobile devices in approximately 203 markets worldwide and in 26 currencies as of December 31, 2014. The majority of our Payments revenue comes from a take rate on the Net TPV that we enable. In 2014, we generated $227.9 billion in Net TPV. In 2014, we generated $59.6 billion in On 6 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 7/150 6/14/2017 eBay 2014 10K eBay Net TPV attributable to transactions on eBay Marketplaces, which represented 26% of our Net TPV. We define Net TPV as the total dollar volume of payments, net of payment reversals, successfully completed through our payments networks, including PayPal Credit, Venmo and payments processed through Braintree's full stack payments platform during the period it excludes payments sent or received through PayPal's and Braintree's payment gateway businesses. We define On eBay Net TPV as the total dollar volume of payments, net of payment reversals, successfully completed through our payments networks, including PayPal Credit, during the period for transactions on our Marketplaces platforms. We define Merchant Services Net TPV as the total dollar volume of payments, net of payment reversals, successfully completed through our payments networks, including PayPal Credit, Venmo and payments processed through Braintree's full stack payments platform during the period it excludes PayPal's and Braintree's payment gateway businesses and payments for transactions on our Marketplaces platforms. Our objective for the Payments segment is to enable consumers and merchants to pay and get paid virtually anywhere, anytime and on any Internet connected device, whether they are online or in the physical world. We believe that simplifying and integrating payments can provide value to consumers and drive incremental sales for our merchant partners. The PayPal digital wallet gives people a fast, safe and convenient way to receive, send or spend their money. Our payment networks are designed to be simple, safe and secure and are built upon the existing global financial infrastructure to create global, realtime payment solutions. PayPal connects with financial institutions around the world, and allows consumers to make purchases using a broad range of payment methods, regardless of where a seller is located. Users of our PayPal payments solutions can engage in crossborder shopping, which can help merchants to increase sales volume by allowing them to sell to a global base of consumers, who can make payments in a wide range of currencies. We had 162 million active registered accounts as of December 31, 2014. The term \"active registered accounts\" means, as of a given date, all registered accounts that successfully sent or received at least one payment or payment reversal through our PayPal payments networks, including PayPal Credit, within the last 12 months and which are currently able to transact. Users may have more than one account with PayPal or PayPal Credit and therefore the number of active registered accounts may be greater than the number of underlying users. Our Payments platforms offer the following features: We enable payments in the online and physical worlds. PayPal started as a payment solution for online transactions between consumers and merchants through a traditional online experience (i.e., an Internetconnected computer). As a result of being simple and secure for consumers, we believe that PayPal can help merchants to increase conversion of online traffic to sales. An online merchant can typically open a standard PayPal account and begin accepting payments through PayPal within a few minutes. Most online or mobile merchants are approved instantly. Processing online with PayPal does not require a merchant to invest in new or specialized hardware. PayPal's technology platform supports growth with a variety of valueadded services. This is designed to help businesses of all sizes manage their cash flow, invoice clients and pay bills, and to reduce the need for merchants to receive and store sensitive customer financial information, enabling Payment Card Industry, or PCI, compliant transactions. PayPal does not charge merchants any setup fees and offers a standard service with no recurring monthly fees. With the growth of Internetenabled mobile devices, PayPal is a popular form of payment for mobile commerce. In December 2013, we completed our acquisition of Braintree to help strengthen our position in mobile payments and extend our coverage to a new class of retailers who offer their services primarily through mobile apps. As part of that acquisition, we also acquired Venmo, which offers an application to move money between friends and family using their mobile device. In 2014, PayPal's Net TPV for transactions using mobile devices exceeded $45 billion, of which approximately 44% was from eBay Marketplaces. PayPal also offers PayPal Here, a mobile payment processing solution for small businesses in the United States, Canada, the United Kingdom, Australia, Hong Kong and Japan. Our global reach and scale provides value for consumers and merchants. With 162 million active registered accounts as of December 31, 2014, PayPal provides merchants with a large base of potential customers. As a result of being available in approximately 203 markets and in 26 currencies as of December 31, 2014, PayPal also provides merchants with global reach and reduces some of the complexity and friction involved in overseas and crossborder trade. For the year ended December 31, 2014, approximately 49% of PayPal's Net TPV was international. Our U.S. merchants are also able to offer consumer credit to U.S. consumers at the point of sale through our PayPal Credit service. 7 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 8/150 6/14/2017 eBay 2014 10K We offer consumers choice by providing a variety of funding mechanisms. Consumers can typically fund their PayPal accounts in a variety of ways, including by credit card, debit card, electronic funds transfers from their bank account and through a PayPal account balance if the consumer has previously received payments through PayPal or chosen to prefund their PayPal account. We refer to the allocation of funding sources used by PayPal consumers as our \"funding mix.\" We also provide credit products through our PayPal Credit service. Currently, when a consumer funds a purchase using PayPal Credit, a chartered financial institution extends credit to the consumer, funds the extension of credit at the point of sale and advances funds to the merchant. PayPal Credit is neither a chartered financial institution nor is it licensed to make loans in any state. Accordingly, PayPal Credit must rely on a bank or other licensed lender to issue credit products and extend credit to customers. Although the chartered financial institution continues to own each of the customer accounts, we subsequently purchase and retain most of the consumer receivables related to the consumer loans made by the chartered financial institution and are also responsible for servicing functions related to the customer account. PayPal Credit accounts are most commonly opened on U.S. merchant websites, including ebay.com, offering PayPal Credit as a payment method, but can also be opened by U.S. consumers through a qualified PayPal account or at the PayPal Credit website. U.S. consumers may be offered an opportunity to defer payments under some promotional arrangements offered on select merchant sites. Interest on such purchases can be deferred for up to 18 months. For information regarding risks related to PayPal Credit, see the information in \"Item 1A: Risk Factors\" under the captions "Our credit products and services expose us to additional risks" and "PayPal is not a bank or licensed lender and relies upon third parties to make the loans and provide the other services critical to its business." We are focused on making our solutions simple for customers and developers. Our Payments business seeks to put the customer first. We are focused on creating easy to use products that leverage our technological leadership and we are using a true \"mobile first\" approach to make payments simple and intuitive. Our PayPal platform and open APIs are designed to allow developers to innovate with ease and to offer cutting edge applications to a large ecosystem of merchants and consumers, while at the same time maintaining the safety of our users' financial information. PayPal provides developers with intuitive, flexible and powerful tools that are designed to leverage PayPal's global reach and payment capabilities. Some of our software developer kits, or SDKs, are specifically focused on the mobile app market and are designed to remove friction by not requiring a redirect to PayPal.com or an additional login. Our payments solutions offer leading fraud prevention and protection. PayPal enables consumers to make payments quickly and easily without sharing sensitive financial information, such as credit card or debit card numbers, with merchants or other consumers. To make payments using PayPal, consumers need to disclose only their email address or mobile phone number to merchants. The accountbased nature of PayPal's platform helps us to better detect and prevent fraud when funds enter, flow through and exit the PayPal network. PayPal also utilizes eBay Marketplaces global transaction data to help manage risk. As a result of the systems and processes that we have built over many years, we believe that PayPal is one of the world's most trusted payments brands. PayPal has developed a number of trust and safety programs, including PayPal's Seller Protection and Purchase Protection Programs. These programs provide additional protection to certain account holders who pay or receive payment for their transactions through PayPal on or off ebay.com in certain key geographies. PayPal's Seller Protection Program covers sellers in certain key geographies who follow specific shipping and handling practices against claims that a transaction was not authorized by the buyer or that the item was not received. PayPal's Purchase Protection Program reimburses the buyer, subject to specified limitations, for qualified purchases using PayPal on or off ebay.com in certain key geographies if the buyer does not receive the item or, in limited markets, if the item is significantly not as described. In some nonU.S. markets, protection for buyers is limited to a maximum amount per transaction. Enterprise In June 2011, eBay acquired GSI Commerce, Inc., or GSI, which provides commerce technologies, omnichannel operations and marketing solutions for large, nationally recognized retailers and brands that operate in general merchandise categories, including apparel, sporting goods, toys & baby, health & beauty and home. In June 2013, eBay renamed the GSI segment as Enterprise. Today, Enterprise empowers retailers and brands to engage and sell more to today's hyperconnected https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 9/150 6/14/2017 eBay 2014 10K 8 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 10/150 6/14/2017 eBay 2014 10K consumer with a modular, integrated portfolio of commerce solutions and services spanning the entire customer experience journey. Enterprise operates three primary lines of business: Commerce Technologies, Omnichannel Operations Solutions and Commerce Marketing Solutions. Enterprise provides its products and services on an individual basis and as bundled solutions. Each of these three primary lines of business complements the other, which allows for crossselling opportunities. Commerce Technologies. Magento Enterprise Edition is our licensed open core platform, offering an enterpriseclass native feature set and unparalleled flexibility through direct source code access and APIs. Magento Enterprise Edition supports onpremise, hosted managed (via partners) and ondemand (cloud deployment via partners) deployments. As a licenseddeployed solution, merchants have full control of their deployment model and data. eBay Enterprise Retail Order Management solution provides clients with a reliable and scalable PlatformasaService model to manage orders received from multiple brands, sites and customer touch points. It optimizes order distribution, determines the most efficient source for order fulfillment and includes an extensive set of reporting/ business intelligence capabilities. The solution provides tight orchestration across the entire technology value chain, spanning several key areas: distributed order management, omnichannel inventory management, and reporting. Whether delivered as part of a fully integrated eBay Enterprise commerce solution, or as a standalone integrated to third party storefronts, eBay Enterprise Retail Order Management provides a powerful foundation for omnichannel success. Optional modules include store fulfillment and payments. It is flexible to use other thirdparty webstores and is pre integrated for easy combination with Magento Enterprise Edition. eBay Enterprise Payment and Protection module is an optional, endtoend payment solution that can be seamlessly integrated with eBay Enterprise Retail Order Management solution. The eBay Enterprise payments infrastructure provides a robust online payment processing engine with capabilities including price, tax and shipping calculations, address verification, order review, fraud prevention, credit card authorization, settlement and alternative payment processing, and permits payment using PayPal as well as private label credit cards, gift cards and online gift certificates. eBay Enterprise Store Fulfillment solutions provide modular, cloudbased SoftwareasaService Shipfrom Store, In Store Pickup and Shipto Store capabilities that gives provides retailers full visibility into inventory across stores, distribution centers, and even suppliers so they can deliver goods at the best possible speed and cost while preserving the best possible margin. This solution has been shown to increase sales, enhance the consumer experience and improve customer retention rates. eBay Enterprise Retail Associate Platform is a modular mobilebased platform that brings data and commerce together into a powerful toolset. Designed to increase instore sales through better consumer engagement, the Retail Associate Platform offers a variety of different modules commerce, customer, product, and omnichannel fulfillment which retailers can choose from to both increase top line revenue and decrease bottom line costs. The platform is completely open and can connect to existing retail system implementations. This flexible architecture, combined with a mobile interface developed by some of the industry's leading mobile developers, allows retailers to create a world class in store engagement capability at a fraction of the cost and time it takes to deploy other solutions or to build themselves. eBay Enterprise Omnichannel Operations. eBay Enterprise Omnichannel Operations support fulfillment, freight and customer service functions for its clients. eBay Enterprise Fulfillment and Freight solutions provide retailers and brands with scalable, market leading direct to consumer fulfillment with seven campuses across U.S., Canada and Europe with more than 6.5 million effective square footage of fulfillment space and an additional five fulfillment campuses with more than 2.1 million effective square footage of fulfillment space in Europe and China through its partnerships with FEIGE and FireSwirl. eBay Enterprise Fulfillment and Freight solutions provide scalability, operational efficiency and cost efficiencies that retailers can't achieve on their own. The solution includes regional or central distribution models, warehouse management systems, inbound and outbound logistics, returns processing, value added services like custom packaging, personalization, gifting and assembly, as well as food grade and continuity fulfillment. eBay Enterprise can ship to 60+ countries and also provides freight solutions to ensure faster delivery at a lower cost. A proprietary freight solution ShipQuik gets orders to consumers faster by reducing time in transit from the fulfillment center to the consumer. 9 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 11/150 6/14/2017 eBay 2014 10K eBay Enterprise Customer Service: eBay Enterprise provides branded customer care services for commerce via telephone, IVR, live chat, email, and social support through three call centers and a network of customer support agents in the U.S., plus an additional call center in the U.K. The eBay Enterprise customer care platform combines proprietary and thirdparty technologies, including automatic call distribution, computer telephony integration, interactive voice response, email, workforce management, voice recording/monitoring, and customer relationship management systems. The U.K. call center offers customer care in nine languages. In addition, eBay Enterprise has a call center in China through its Fireswirl partnership. eBay Enterprise call center operations utilize business intelligence to optimize service, sales, agent and cost efficiencies as well as revenue enhancing services to help drive retail revenue through customer service interactions. eBay Enterprise Marketing Solutions. eBay Enterprise Marketing Solutions is focused on providing comprehensive, industry leading marketing technology solutions as well as digital agency services. eBay Enterprise Marketing Solutions includes a suite of demand generation capabilities including: affiliate marketing attribution database and CRM email & mobile marketing online advertising display targeting. In 2015, eBay Enterprise will launch its Commerce Marketing Platform, a suite of cloudbased marketing solutions that enables marketers to plan and execute a consumer's entire journey while determining the most relevant offers and channel selections. Designed and built from the ground up in partnership with FICO, a leading predictive analytics and decision management software company, the platform combines commerce insights powered by data and bestinclass demand generation technologies of eBay Enterprise in combination with FICO's powerful analytics applications to optimize the relevance and value of each individual customer's purchasing journey. eBay Enterprise Agency Services offers fullservice digital marketing specializing in analytics and optimization creative services studio services media services search engine marketing user experience design and usability research. The agency operates three stateoftheart testing facilitiesin New York City, Philadelphia and Silicon Valleyeach equipped with tablet/mobile device testing capabilities and eye tracking technology. The agency also operates three inhouse studios in New York City, Pennsylvania and its Kentucky fulfillment center. Enterprise's flexible model can also implement and staff a popup studio at a client location or thirdparty fulfillment center. While eBay Enterprise operates on a global basis, nearly all of its net revenues in 2014 were derived from its North American operations. Similar to our Marketplaces and Payments segments, the majority of our eBay Enterprise revenue comes from a take rate on the Gross Merchandise Sales that we enable through our Commerce Technologies and Omnichannel Operations suite of services, with the remaining revenue coming from Marketing Solutions. We define Gross Merchandise Sales as the retail value of all sales transactions, inclusive of freight charges and net of allowance for returns and discounts, which flow through our Enterprise Commerce Technologies whether we record the full amount of such transaction as a product sale or a percentage of such transaction as a service fee. Competition We encounter vigorous competition in our businesses from numerous sources. For our Marketplaces segment, our users can find, buy, sell and pay for similar items through a variety of competing online, mobile and offline channels. These include, but are not limited to, retailers, distributors, liquidators, import and export companies, auctioneers, catalog and mailorder companies, classifieds, directories, search engines, commerce participants (consumertoconsumer, businesstoconsumer and businesstobusiness), shopping channels and networks. As our product offerings continue to broaden into new categories of items and new commerce formats, we expect to face additional competition from other online, mobile and offline channels for those new offerings. We compete on the basis of price, product selection and services. For our Payments segment, our users may choose to pay through a variety of alternative means, including credit and debit cards, automated clearing house and bank wires, other online payment services, offline payment methods such as cash, check or money order and using mobile phones. Likewise, our users may elect to finance their purchases through a broad range of other sources of financing, including credit cards, lines of credit provided by financial institutions and store credit or layaway plans provided by merchants. Our Enterprise segment faces different competitors in each of its primary lines of business. Enterprise seeks to compete on the basis of offering premium capabilities at attractive prices. Each of Enterprise's business units competes on a standalone basis with in house solutions promoted and supported by internal departments of retailers and other sellers, as well as 10 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 12/150 6/14/2017 eBay 2014 10K technology and service providers that supply ecommerce solutions or components of ecommerce solutions (e.g., website and mobile platforms, customer care/call center services and fulfillment and logistics) and interactive marketing services, as the case may be. Enterprise also seeks to differentiate itself by crossselling and bundling services to offer more attractive pricing and integrated implementations. For more information regarding these risks, see the information in \"Item 1A: Risk Factors\" under the captions \"Substantial and increasingly intense competition worldwide in the ecommerce industry may materially and adversely affect our overall business and results of operations\" and \"We are subject to regulatory activity and antitrust litigation under competition laws.\" To compete effectively, we will need to continue to expend significant resources in technology and marketing. These efforts require substantial expenditures, which could reduce our margins and have a material adverse effect on our business, financial position, operating results and cash flows and reduce the market price of our common stock. Despite our efforts to preserve and expand the size, diversity and transaction activity of our users and customers and to enhance the user experience, we may not be able to effectively manage our operating expenses, to increase or maintain our revenue, or to avoid a decline in our consolidated net income or a net loss. Government Regulation Government regulation impacts key aspects of our business. In particular, we are subject to laws and regulations that affect the ecommerce and payments industries in many countries where we operate. For more information regarding these risks, see the information in \"Item 1A: Risk Factors\" under the captions "Our business is subject to extensive government regulation and oversight" and "PayPal is subject to additional government regulation and supervision relating to the provision of financial services." Seasonality We expect transaction activity patterns on our websites to mirror general consumer buying patterns. Our Enterprise segment is highly seasonal. The fourth calendar quarter typically accounts for a disproportionate amount of Enterprise's total annual revenue because consumers increase their purchases and businesses increase their advertising to consumers during the fourth quarter holiday season. Please see the additional information in \"Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations\" under the caption \"Seasonality.\" Technology Our Marketplaces, Payments and Enterprise platforms utilize a combination of proprietary technologies and services as well as technologies and services provided by others. We have developed intuitive user interfaces, customer tools and transaction processing, database and network applications that help enable our users to reliably and securely complete transactions on our sites and help eBay Enterprise's clients to utilize its suite of services. Our technology infrastructure simplifies the storage and processing of large amounts of data, eases the deployment and operation of largescale global products and services and automates much of the administration of largescale clusters of computers. Our infrastructure has been designed around industrystandard architectures to reduce downtime in the event of outages or catastrophic occurrences. We strive to continually improve our technology to enhance the customer experience and to increase efficiency, scalability and security. For information regarding technologyrelated risks, see the information in \"Item 1A: Risk Factors\" under the caption \"Systems failures and resulting interruptions in the availability of our websites, applications, products or services could harm our business." Intellectual Property We regard the protection of our intellectual property, including our trademarks (particularly those covering the eBay and PayPal names), patents, copyrights, domain names, trade dress and trade secrets as critical to our success. We aggressively protect our intellectual property rights by relying on federal, state and common law rights in the U.S. and internationally, as well as a variety of administrative procedures. We also rely on contractual restrictions to protect our proprietary rights in products and services. We routinely enter into confidentiality and invention assignment agreements with our employees and contractors and nondisclosure agreements with parties with whom we conduct business to limit access to and disclosure of our proprietary information. We pursue the registration of our domain names, trademarks and service marks in the U.S. and internationally. Additionally, we have filed U.S. and international patent applications covering certain aspects of our proprietary technology. 11 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 13/150 6/14/2017 eBay 2014 10K Effective trademark, copyright, patent, domain name, trade dress and trade secret protection is typically expensive to maintain and may require litigation. We must protect our intellectual property rights and other proprietary rights in an increasing number of jurisdictions, a process that is expensive and time consuming and may not be successful. We have registered our core brands as trademarks and domain names in the U.S. and a large number of other jurisdictions and have in place an active program to continue to secure trademarks and domain names that correspond to our brands in markets of interest. If we are unable to register or protect our trademarks or domain names, we could be adversely affected in any jurisdiction in which our trademarks or domain names are not registered or protected. We have licensed in the past, and expect to license in the future, certain of our proprietary rights, such as trademarks or copyrighted material, to others. Third parties have from time to time claimed, and others will likely claim in the future, that we have infringed their intellectual property rights. We are typically involved in a number of such legal proceedings at any time. Please see the information in \"Item 3: Legal Proceedings\" and in \"Item 1A: Risk Factors\" under the captions "We are subject to patent litigation," "The listing or sale by our users of items that allegedly infringe the intellectual property rights of rights owners, including pirated or counterfeit items, may harm its business," and "We may be unable to adequately protect or enforce our intellectual property rights, or third parties may allege that we are infringing their intellectual property rights.\" Employees As of December 31, 2014, we employed approximately 34,600 people globally and approximately 1,900 temporary employees. Approximately 22,300 of our employees were located in the U.S. Available Information Our Internet address is www.ebay.com. Our investor relations website is located at http://investor.ebayinc.com. We make available free of charge on our investor relations website under the heading \"SEC Filings\" our Annual Reports on Form 10K, Quarterly Reports on Form 10Q, Current Reports on Form 8K and amendments to those reports as soon as reasonably practicable after such materials are electronically filed with (or furnished to) the SEC. We webcast our earnings calls and certain events we participate in or host with members of the investment community on our investor relations website. Additionally, we provide notifications of news or announcements regarding our financial performance, including SEC filings, investor events, press and earnings releases, and blogs on our investor relations website. Further corporate governance information, including our governance guidelines for our board of directors, board committee charters, and code of conduct, is also available on our investor relations website under the heading \"Corporate Governance.\" The contents of our websites and webcasts are not incorporated by reference into this Annual Report on Form 10K or in any other report or document we file with (or furnish to) the SEC, and any references to our websites and webcasts are intended to be inactive textual references only. 12 https://www.sec.gov/Archives/edgar/data/1065088/000106508815000054/ebay201410k.htm 14/150 6/14/2017 eBay 2014 10K Item 1A: RISK FACTORS The following discussion is divided into two sections. The first section, which begins immediately following this paragraph, discusses some of the risks that may affect our business, results of operations and financial condition. The second section, captioned "Risk Factors Related to the Planned Separation," discusses some of the risks relating to our plan to separate PayPal into an independent publicly traded company. You should carefully review both of these sections, as well as our consolidated financial statements and notes thereto and the other information appearing in this report, for important information regarding risks that affect us. Risk Factors That May Affect our Business, Results of Operations and Financial Condition Our operating and financial results are subject to various risks and uncertainties that could adversely affect our business, financial condition, results of operations and cash flows, as well as the trading price of our common stock and debt securities. Our operating and financial results have varied on a quarterly basis during our operating history and may continue to fluctuate significantly as a result of a variety of factors, including as a result of the risks set forth in this \"Risk Factors\" section. It is difficult for us to forecast the level or source of our revenues or earnings (loss) accurately. In view of the rapidly evolving nature of our business, periodtoperi