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NEW YORK (Reuters) – Online auction place eBay Inc touched to bolster its ability to take on No. 1 Web merchandiser Amazon.com Inc with a $1.96 1000000000 takeover bid for e-commerce assist bourgeois GSI Commerce.

EBay would gain skillfulness in serving field retailers fill online orders and build relationships with big toy, electronics and aggregation sellers which have helped Amazon grow.

EBay said on Monday it had offered GSI shareholders $29.25 per deal in cash, a premium of 50.9 proportionality from the stock's closing toll on Friday.

The care would be eBay's maximal acquisition since it bought cyberspace sound consort Skype for $2.6 1000000000 in 2005, and comes as ontogeny in its important auctions playing is slowing.

"It's one of the few consummation dealings that could competition Amazon," BGC Partners analyst Colin Gillis said. "Amazon is fulfilling its third-party sellers more and more. eBay is all third-party sellers."

On Nasdaq, GSI soared 50.7 proportionality to near at $29.20, patch eBay lapse 4.3 proportionality to $30.34 on concerns it may be stipendiary likewise much and might yet requirement to invest more money on GSI's technology. Both stocks held steady in extended trading.

Amazon shares edged downbound 1 proportionality to modify at $169.35.

Among GSI's clients are Aeropostale Inc, Toys R Us, and TJX Cos Inc's Marshalls chain.

GSI, which owns Web businesses much as Rue La La and ShopRunner, also provides retailers with technology, commercialism processing and client care services for their e-commerce operations.

Online shopping accounts for about 8 proportionality of amount U.S. retail spending, rising 11 proportionality during the most recent pass season, according to accumulation concern comScore, almost twice the pace of bricks-and-mortar sales.

EBay estimated in Feb that its online marketplaces unit is set to acquire into a $7-8 1000000000 playing by 2013, from $5.7 1000000000 in 2010. In contrast, Amazon pulls in annual income of more than $30 billion.

While PayPal has been a ontogeny utility for eBay, the consort has struggled with another deals, much as its acquire of 28.4 proportionality of classifieds place Craigslist, which led to a suite fight after eBay launched its own classifieds business.

Still, Fred Moran, an analyst with Benchmark Capital, titled the toll "reasonable," saying it comes discover to 13 nowadays this year's due earnings before destined expenses, which he said "is right in line with the e-commerce person group."

UNLOADING MOST OF RUE LA LA

As conception of the deal, eBay would delude soured GSI's licensed sports goods business, as substantially as 70 proportionality of Rue La La, which offers one-day-only Web deals to its members, and ShopRunner, a members-only online shopping assist that offers free shipping.

EBay said those playing were not important to its long-term ontogeny strategy.

Those holdings would become conception of a newborn consort separate by GSI founder and Chief Executive Michael Rubin. EBay said it would add Rubin's newborn consort $467 million, transfer the deal's continuance to $2.4 billion.

EBay said the acquisition, due to near in the ordinal quarter, would have little gist on its playing 2011 adjusted earnings forecast, and increase 2012 earnings. The care would hurt 2011 gain income by 30 cents to 34 cents per share, the consort said.

GSI has until May 6 to solicit bids from another parties during the so-called "go shop" period.

While PayPal has been driving eBay's ontogeny for years, the consort is also disagreeable to displace its more familiar marketplaces unit -- a high-margin but grown playing that connects online buyers and sellers -- especially as Amazon has enjoyed double-digit revenue growth.

The GSI care follows a sort of another e-commerce deals in recent months. Amazon expects to near its acquire of Quidsi, cause of diapers.com, around Apr 1. In November, Oracle Corp said it would acquire e-commerce code consort Art Technology Group Inc for $1 billion.

Goldman Sachs & Co, and saint J. king Company are performing as business advisers to eBay, patch Dewey & LeBoeuf LLP is its jural adviser. moneyman discoverer is advising GSI and Davis President & Wardwell LLP is advising a primary NGO of GSI's board. Morgan, adventurer & Bockius LLP is performing as GSI's jural advisor.

(Reporting by Phil Wahba; Additional reporting by Jennifer island in New York; Editing by Derek Caney, Gunna Dickson and Richard Chang)

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