EBAY INCEBAY
EBAY INC Debt Disclosure
Debt
The following table summarizes the carrying value of our outstanding debt (in millions, except percentages):
| Coupon | As of | Effective | As of | Effective | ||||||||||||||||||||||||||||
| Rate | December 31, 2025 | Interest Rate | December 31, 2024 | Interest Rate | ||||||||||||||||||||||||||||
| Long-Term Debt | ||||||||||||||||||||||||||||||||
Senior notes: | ||||||||||||||||||||||||||||||||
| Senior notes due 2025 | 1.900 | % | $ | — | — | % | $ | 800 | 1.803 | % | ||||||||||||||||||||||
| Senior notes due 2025 | 5.900 | % | — | — | % | 425 | 6.036 | % | ||||||||||||||||||||||||
| Senior notes due 2026 | 1.400 | % | 750 | 1.252 | % | 750 | 1.252 | % | ||||||||||||||||||||||||
| Senior notes due 2027 | 3.600 | % | 850 | 3.689 | % | 850 | 3.689 | % | ||||||||||||||||||||||||
| Senior notes due 2027 | 5.950 | % | 300 | 6.064 | % | 300 | 6.064 | % | ||||||||||||||||||||||||
Senior notes due 2029 | 4.250 | % | 600 | 4.419 | % | — | — | % | ||||||||||||||||||||||||
| Senior notes due 2030 | 2.700 | % | 950 | 2.623 | % | 950 | 2.623 | % | ||||||||||||||||||||||||
| Senior notes due 2031 | 2.600 | % | 750 | 2.186 | % | 750 | 2.186 | % | ||||||||||||||||||||||||
| Senior notes due 2032 | 6.300 | % | 425 | 6.371 | % | 425 | 6.371 | % | ||||||||||||||||||||||||
Senior notes due 2035 | 5.125 | % | 400 | 5.226 | % | — | — | % | ||||||||||||||||||||||||
| Senior notes due 2042 | 4.000 | % | 750 | 4.114 | % | 750 | 4.114 | % | ||||||||||||||||||||||||
| Senior notes due 2051 | 3.650 | % | 1,000 | 2.517 | % | 1,000 | 2.517 | % | ||||||||||||||||||||||||
| Total senior notes | 6,775 | 7,000 | ||||||||||||||||||||||||||||||
Hedge accounting fair value adjustments (1) | (2) | — | ||||||||||||||||||||||||||||||
Unamortized discount and debt issuance costs | (27) | (23) | ||||||||||||||||||||||||||||||
| Less: Current portion of long-term debt | (750) | (1,225) | ||||||||||||||||||||||||||||||
| Total long-term debt | 5,996 | 5,752 | ||||||||||||||||||||||||||||||
| Short-Term Debt | ||||||||||||||||||||||||||||||||
| Current portion of long-term debt | 750 | 1,225 | ||||||||||||||||||||||||||||||
Commercial paper | — | 450 | ||||||||||||||||||||||||||||||
Unamortized discount and debt issuance costs | — | (2) | ||||||||||||||||||||||||||||||
| Total short-term debt | 750 | 1,673 | ||||||||||||||||||||||||||||||
| Total Debt | $ | 6,746 | $ | 7,425 | ||||||||||||||||||||||||||||
(1)Includes the fair value adjustments to debt associated with interest rate swaps designated as fair value hedges.
Senior Notes
In 2025, we issued senior notes of $1.0 billion aggregate principal amount, which consisted of $600 million aggregate principal amount of 4.250% fixed rate notes due 2029 and $400 million aggregate principal amount of 5.125% fixed rate notes due 2035. Cash proceeds related to the issuance of our 4.250% and 5.125% senior notes were classified as a financing activity on our consolidated statement of cash flows.
In 2025, we redeemed the $425 million aggregate principal amount of our previously outstanding 5.900% senior notes due in November 2025. Total cash consideration paid was $425 million, as the redemption price was equal to 100% of the principal amount. In addition, we paid accrued and unpaid interest on the principal amount. Cash paid related to the redemption was classified as a financing activity on our consolidated statement of cash flows.
In 2025, we repaid the $800 million aggregate principal amount of our previously outstanding 1.900% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity on our consolidated statement of cash flows.
In 2024, we repaid the $750 million aggregate principal amount of our previously outstanding 3.450% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity on our consolidated statement of cash flows.
In 2023, we repaid the $1.2 billion aggregate principal amount of our previously outstanding floating rate and 2.750% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity on our consolidated statement of cash flows.
We may redeem some or all of our outstanding fixed rate notes at any time prior to maturity, generally at a make-whole redemption price, plus accrued and unpaid interest.
If a change of control triggering event (as defined in the applicable series of notes) occurs with respect to any of our outstanding fixed rate notes, we must, subject to certain exceptions, offer to repurchase all of the notes of the applicable series at a price equal to 101% of the principal amount, plus accrued and unpaid interest.
The indenture pursuant to which the senior notes were issued includes customary covenants that, among other things and subject to exceptions, limit our ability to incur, assume or guarantee debt secured by liens on specified assets or enter into sale and lease-back transactions with respect to specified properties, and also includes customary events of default with customary grace periods in certain circumstances, including payment defaults and bankruptcy-related defaults.
In connection with the November 2025 issuance of senior notes, we entered into interest rate swap agreements that effectively converted $400 million of our fixed rate debt to floating rate debt based on the Secured Overnight Financing Rate (“SOFR”). These swaps were designated as fair value hedges against changes in the fair value of certain fixed rate senior notes resulting from changes in interest rates. The gains and losses related to changes in the fair value of interest rate swaps substantially offset changes in the fair value of the hedged portion of the underlying debt that are attributable to changes in market interest rates.
The effective interest rates for our senior notes include the interest payable, the amortization of debt issuance costs and the amortization of any original issue discount and premium on these senior notes. Interest on these senior notes is payable either quarterly or semiannually. Interest expense associated with these senior notes, including amortization of debt issuance costs, during the years ended December 31, 2025, 2024 and 2023 was $224 million, $247 million and $260 million, respectively. As of both December 31, 2025 and 2024, the estimated fair value of these senior notes, using Level 2 inputs, was $6.3 billion.
Commercial Paper
We have a commercial paper program pursuant to which we may issue commercial paper notes in an aggregate principal amount at maturity of up to $1.5 billion outstanding at any time with maturities of up to 397 days from the date of issue. In 2025, we issued $2.0 billion aggregate principal amount of commercial paper notes, of which $1.6 billion aggregate principal amount had original maturities 90 days or less and $0.4 billion aggregate principal amount had original maturities greater than 90 days and repaid the $2.5 billion aggregate principal amount of the previously outstanding commercial paper notes on the dates of maturity. As of December 31, 2025, we had no commercial paper notes outstanding. As of December 31, 2024, we had $450 million aggregate principal amount of commercial paper notes outstanding. Commercial paper is carried at amortized cost, which approximates its fair value due to the short-term nature of these instruments. Cash proceeds related to the issuance of commercial paper and cash used to repay commercial paper were classified as financing activities on our consolidated statement of cash flows.
Credit Agreement
We have a credit agreement maturing in January 2029 that provides for an unsecured $2.0 billion five-year revolving credit facility. We may also, subject to the agreement of the applicable lenders, increase the commitments under the revolving credit facility by up to $1.0 billion. Funds borrowed under the credit agreement may be used for working capital, capital expenditures, acquisitions and other general corporate purposes and bear interest at either (i) a customary forward-looking term rate based on the secured overnight financing rate published by CME Group for the relevant interest period plus an adjustment of 0.1% or (ii) a customary base rate formula, plus a margin (based on our public debt ratings) ranging from 0% to 0.375%.
As of December 31, 2025, no borrowings were outstanding under our $2.0 billion credit agreement. However, as described above, we have an up to $1.5 billion commercial paper program and are required to maintain available borrowing capacity under our credit agreement in order to repay commercial paper borrowings in the event we are unable to repay those borrowings from other sources when they become due, in an aggregate amount of $1.5 billion. As of December 31, 2025, we had no commercial paper notes outstanding; therefore, $2.0 billion of borrowing capacity was available for other purposes permitted by the credit agreement, subject to customary conditions to borrowing. The credit agreement includes a covenant limiting our consolidated leverage ratio to no more than 4.0:1.0, subject to, upon the occurrence of a qualified material acquisition, if so elected by us, a step-up to 4.5:1.0 for the four fiscal quarters completed following such qualified material acquisition. The credit agreement includes customary events of default, with corresponding grace periods in certain circumstances, including payment defaults, cross-defaults and bankruptcy-related defaults. In addition, the credit agreement contains customary affirmative and negative covenants, including restrictions regarding the incurrence of liens and subsidiary indebtedness, in each case, subject to customary exceptions. The credit agreement also contains customary representations and warranties.
We were in compliance with all financial covenants in our outstanding debt instruments for the period ended December 31, 2025.
Future Maturities
The following table presents expected future principal maturities as of the date indicated (in millions):
| December 31, 2025 | |||||
| 2026 | $ | 750 | |||
| 2027 | 1,150 | ||||
| 2028 | — | ||||
| 2029 | 600 | ||||
| 2030 | 950 | ||||
| Thereafter | 3,325 | ||||
| Total future maturities | $ | 6,775 | |||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 19, 2026 | Showing above |
| 2024 | Feb 27, 2025 | |
| 2023 | Feb 28, 2024 | |
| 2022 | Feb 23, 2023 | |
| 2021 | Feb 24, 2022 | |
| 2020 | Feb 4, 2021 | |
| 2019 | Jan 31, 2020 | |
| 2018 | Jan 30, 2019 | |
| 2017 | Feb 5, 2018 | |
| 2016 | Feb 6, 2017 | |
| 2015 | Feb 1, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.