Davis Polk is advising the special committee of GSI Commerce, Inc.’s board of directors in connection with the company’s approximately $2.4 billion acquisition by eBay Inc. As part of the transaction, eBay will sell 100% of GSI’s licensed sports merchandise business and 70% of ShopRunner and Rue La La to a newly formed holding company, which will be led by GSI founder and CEO Michael Rubin. The transaction is expected to close in the third quarter of 2011. 

King of Prussia, Pennsylvania-based GSI Commerce enables ecommerce, multichannel retailing and digital marketing for global enterprises in the U.S. and internationally. Founded in 1995 in San Jose, California, eBay Inc. connects millions of buyers and sellers globally on a daily basis through eBay, the world’s largest online marketplace, and PayPal, which enables individuals and businesses to securely, easily and quickly send and receive online payments. 

The Davis Polk corporate team includes partners Daniel G. Kelly Jr. and Julia K. Cowles and associates Robert A. Rizzo, Tyler P. Pender and Alexander E. Lawrence. Partner Dennis E. Glazer is providing litigation advice. Partner Rachel D. Kleinberg and associate M. Ryan LaRosa are providing tax advice. Counsel Cynthia Akard is providing employee benefits and executive compensation advice. Associate Pritesh P. Shah is providing intellectual property advice. Alexander G. Nelson was the legal assistant on the transaction. Members of the Davis Polk team are based in the Menlo Park and New York offices.