eBay said on May 12, 2026 it issued a press release disclosing its Board of Directors' response to the unsolicited, non-binding acquisition proposal from GameStop Corp. The press release is attached as Exhibit 99.2.

1. 01

   eBay said on May 12, 2026 it issued a press release disclosing its Board of Directors' response to the unsolicited, non-binding acquisition proposal from GameStop Corp. The press release is attached as Exhibit 99.2.

2. 02

   eBay said in a letter dated May 1, 2026 that TD Securities (USA) LLC expressed itself highly confident that funded debt of up to $20.0 billion could be raised by GameStop in the bank and capital markets to support the acquisition transaction. The company disclosed this in the TD Securities letter.

3. 03

   The TD Securities letter attached by eBay stated that the expression of confidence assumes, among other things, expected investment grade corporate credit ratings, satisfactory completion of due diligence and receipt of all necessary governmental approvals. The letter also specified that it does not constitute a commitment or undertaking by TD Securities to underwrite, lend or arrange financing.

4. 04

   eBay said it attached the TD Letter as Exhibit 99.1 because it was the only document eBay received with GameStop's acquisition proposal that GameStop omitted from its public disclosures.

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

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Original filing

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