SEC Comment Letter for EBAY INC (EBAY) (CIK 0001065088) (EBAY) — Aug 15, 2017
EBAY INC (EBAY) (CIK 0001065088)
Date: Aug. 15, 2017 · CIK: 0001065088 · Accession: 0000000000-17-028776
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-37713
Letter
Mail Stop 3561 August 1 4, 2017 Devin N. Wenig President and Chief Executive Officer eBay Inc. 2025 Hamilton Avenue San Jose, CA 95125
Re: eBay Inc. Form 10-K for the year ended December 31, 2016 Filed February 6, 2017 File No. 001-37713
Dear Mr. Wenig :
We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Notes to Consolidated Financial Statements
Note 15 – Income Taxes, page F -36
1. We note tha t during the fourth quarter of 2016, you began the process of realigning your legal structure to better reflect how you manage and operate your platforms and that you have achieved a substantial step -up in the tax basis of the intangible assets of your foreign eBay platforms. We further note that you recognized a tax benefit of $4.6 billion. We also note that in the first quarter of 2017, you achieved a step -up in the tax basis of the intangible assets of your foreign Classifieds platforms and recognized a tax benefit of $695 million and during the first half of 2017, you recognized a noncash income tax charge of $376 million caused by the foreign exchange remeasurement of the deferred tax asset related to the ongoing realignment of your legal structure. Please explain to us in further detail the changes that you made to your legal structure that allowed for these step -ups in tax basis. Please also explain to us in further detail how you determined the appropriate accounting treatment citing authoritativ e GAAP guidance,
Devin N. Wenig eBay Inc. August 1 4, 2017 Page 2
including how you determined it was appropriate to record the impact of these deferred tax assets in the income statement. Please also address your accounting for the remeasurement of the deferred tax assets and the related income tax cha rge.
We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
You may contact Lisa Sellars, Staff Accountant, at (202) 551 -3348 or me at (202) 551 - 3737 with any questions.
Sincerely,
/s/ Jennifer Thompson
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Mail Stop 3561 August 1 4, 2017 Devin N. Wenig President and Chief Executive Officer eBay Inc. 2025 Hamilton Avenue San Jose, CA 95125 Re: eBay Inc. Form 10-K for the year ended December 31, 2016 Filed February 6, 2017 File No. 001-37713 Dear Mr. Wenig : We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Notes to Consolidated Financial Statements Note 15 – Income Taxes, page F -36 1. We note tha t during the fourth quarter of 2016, you began the process of realigning your legal structure to better reflect how you manage and operate your platforms and that you have achieved a substantial step -up in the tax basis of the intangible assets of your foreign eBay platforms. We further note that you recognized a tax benefit of $4.6 billion. We also note that in the first quarter of 2017, you achieved a step -up in the tax basis of the intangible assets of your foreign Classifieds platforms and recognized a tax benefit of $695 million and during the first half of 2017, you recognized a noncash income tax charge of $376 million caused by the foreign exchange remeasurement of the deferred tax asset related to the ongoing realignment of your legal structure. Please explain to us in further detail the changes that you made to your legal structure that allowed for these step -ups in tax basis. Please also explain to us in further detail how you determined the appropriate accounting treatment citing authoritativ e GAAP guidance, Devin N. Wenig eBay Inc. August 1 4, 2017 Page 2 including how you determined it was appropriate to record the impact of these deferred tax assets in the income statement. Please also address your accounting for the remeasurement of the deferred tax assets and the related income tax cha rge. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Lisa Sellars, Staff Accountant, at (202) 551 -3348 or me at (202) 551 - 3737 with any questions. Sincerely, /s/ Jennifer Thompson Jennifer Thompson Accounting Branch Chief Office of Consumer Products