Etsy gets up to $136M termination fee from eBay if Depop deal fails after July 31

ETSY INC

New Business Disruption Fee ranges $0–$136M depending on termination date: $34M by June 30, $68M by July 15, $102M by July 31, $136M after.
Fee payable by eBay to Etsy if SPA terminated due to regulatory clearance failure, excluding Etsy's willful breach or fraud.
Expected closing of Depop sale delayed from Q2 to Q3 2026; letter agreement permits Etsy/Depop to invest pending close.
Existing SPA already provides $90M termination fee for regulatory failure, plus $70M in certain termination events.

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