TripAdvisor, Inc. is an online travel company, which owns and operates a portfolio of online travel brands. It operates its business through the Hotel and Non-Hotel segments. The Hotel segment includes revenue generated from services related to hotels, including click-based and display-based advertising revenue from making hotel room nights, airline reservations, and cruise reservations available for price comparison and booking, as well as subscription-based products such as Business Listings, transaction-based products such as Jetsetter and Tingo, and other revenue related to hotels. The Non-Hotel segment consists of the aggregation of three operating segments, which include its attractions, restaurants and vacation Rentals businesses. The company was founded by Nicholas Shanny and Stephen Kaufer in February 2000 and is headquartered in Needham, MA.
If we are unable to continue to attract a significant amount of visitors to our websites and mobile apps, to cost-effectively convert these visitors into revenue-generating users and to continue to engage our users, our revenue, financial results and business could be harmed.
We rely on internet search engines and application marketplaces to drive traffic to our platform, certain providers of which offer products and services that compete directly with our products. If links to our websites and apps are not displayed prominently, traffic to our platform could decline and our business would be negatively affected.
We derive a substantial portion of our revenue from advertising and any significant reduction in spending by advertisers or redirections of advertising spend could harm our business.
We rely on a relatively small number of significant advertising partners and any reduction in spending by or loss of these partners could seriously harm our business.
Consumer adoption and use of mobile devices creates new challenges. If we are unable to operate effectively on these platforms or our products for such devices are not compelling, our business may be adversely affected.
Declines or disruptions in the economy in general and travel industry in particular could adversely affect our businesses and financial performance.
We operate in an increasingly competitive global environment and our failure to compete effectively could reduce our market share and harm our financial performance.
We rely on information technology to operate our business and remain competitive, and any failure to adapt to technological developments or industry trends could harm our businesses.
If we do not continue to innovate and provide products, services and features that are useful to users, we may not remain competitive, and our business and financial performance could suffer.
Our dedication to making the user experience our highest priority may cause us to prioritize rapid innovation and user experience over short-term financial results.
We are dependent upon the quality of traffic in our network to provide value to our partners, and any failure in our ability to deliver quality traffic and/or the metrics to demonstrate the value of the traffic could have a material adverse effect on the value of our websites to our partners and adversely affect our revenue.
We rely on assumptions and estimates and data to calculate certain of our key metrics, and real or perceived inaccuracies in such metrics may harm our reputation and negatively affect our business.
We rely on the performance of highly skilled personnel and, if we are unable to retain or motivate key personnel or hire, retain and motivate qualified personnel, our business would be harmed.
Acquisitions, investments, significant commercial arrangements and/or new business strategies could disrupt our ongoing business and present new challenges and risks.
If we fail to manage our growth effectively, our brand, results of operations and business could be harmed.
We are a global company that operates in many different jurisdictions and these operations expose us to additional risks, which risks increase as our business continues to expand.
We are regularly subject to claims, lawsuits, government investigations, and other proceedings that may result in adverse outcomes.
A failure to comply with current laws, rules and regulations or changes to such laws, rules and regulations and other legal uncertainties may adversely affect our business or financial performance.
We cannot be sure that our intellectual property is protected from copying or use by others, including potential competitors.
Our processing, storage and use of personal information and other data subjects us to additional laws and regulations and failure to comply with those laws and regulations could give rise to liabilities.
We are subject to risks associated with processing credit card and other payment transactions and failure to manage those risks may subject us to fines, penalties and additional costs and could have a negative impact on our business.
System security issues, data protection breaches, cyberattacks and system outage issues could disrupt our operations or services provided to our consumers, and any such disruption could damage our reputation and adversely affect our business, financial results and stock price.
"Cookie" laws could negatively impact the way we do business.
We may have future capital needs and may not be able to obtain additional financing on acceptable terms.
We have indebtedness which could adversely affect our business and financial condition.
Our 2015 Credit Facility provides for various provisions that limit our discretion in the operation of our business and require us to meet financial maintenance tests and other covenants and the failure to comply with these covenants could have a material adverse effect on us.
Our financial results will fluctuate from quarter to quarter and are difficult to predict.
If we are unable to successfully maintain effective internal control over financial reporting, investors may lose confidence in our reported financial information and our stock price and business may be adversely impacted.
Application of U.S. state and local or international tax laws, changes in tax laws or tax rulings, or the examination of our tax positions, could materially affect our financial position and results of operations.
Changes in tax treatment of companies engaged in e-commerce may adversely affect the commercial use of our sites and our financial results.
Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, occupancy, VAT or similar taxes, and we could be subject to liability with respect to past or future sales, which could adversely affect our operating results.
We continue to be subject to significant potential tax liabilities in connection with the Spin-Off.
We are subject to fluctuation in foreign currency exchange risk.
Liberty TripAdvisor Holdings, Inc. currently is a controlling stockholder.
The market price and trading volume of our common stock may be volatile and may face negative pressure.
We are currently relying on the “controlled company” exemption under NASDAQ Stock Market Listing Rules, pursuant to which “controlled companies” are exempt from certain corporate governance requirements otherwise applicable under NASDAQ listing rules.
Future sales of shares of our common stock in the public market, or the perception that such sales may occur, may depress our stock price.
Anti-takeover provisions in our organizational documents and Delaware law may discourage or prevent a change of control, even if an acquisition would be beneficial to our stockholders, which could affect our stock price adversely and prevent attempts by our stockholders to replace or remove our current management.