Loading...
Docoh

Booking (BKNG)

Document and Entity Information

Document and Entity Information - shares9 Months Ended
Sep. 30, 2020Oct. 29, 2020
Entity Information [Line Items]
Document Type10-Q
Document Fiscal Period FocusQ3
Document Quarterly Reporttrue
Document Period End DateSep. 30,
2020
Document Transition Reportfalse
Amendment Flagfalse
Document Fiscal Year Focus2020
Current Fiscal Year End Date--12-31
Entity File Number1-36691
Entity Registrant NameBooking Holdings Inc.
Entity Central Index Key0001075531
Entity Incorporation, State or Country CodeDE
Entity Tax Identification Number06-1528493
Entity Address, Address Line One800 Connecticut Avenue
Entity Address, City or TownNorwalk
Entity Address, State or ProvinceCT
Entity Address, Postal Zip Code06854
City Area Code203
Local Phone Number299-8000
Entity Current Reporting StatusYes
Entity Interactive Data CurrentYes
Entity Filer CategoryLarge Accelerated Filer
Entity Small Businessfalse
Entity Emerging Growth Companyfalse
Entity Shell Companyfalse
Entity Common Stock, Shares Outstanding40,954,912
Common Stock
Entity Information [Line Items]
Title of 12(b) SecurityCommon Stock par value $0.008 per share
Trading SymbolBKNG
Security Exchange NameNASDAQ
0.800% Senior Notes Due 2022
Entity Information [Line Items]
Title of 12(b) Security0.800% Senior Notes Due 2022
Trading SymbolBKNG 22A
Security Exchange NameNASDAQ
2.150% Senior Notes Due 2022
Entity Information [Line Items]
Title of 12(b) Security2.150% Senior Notes Due 2022
Trading SymbolBKNG 22
Security Exchange NameNASDAQ
2.375% Senior Notes Due 2024
Entity Information [Line Items]
Title of 12(b) Security2.375% Senior Notes Due 2024
Trading SymbolBKNG 24
Security Exchange NameNASDAQ
1.800% Senior Notes Due 2027
Entity Information [Line Items]
Title of 12(b) Security1.800% Senior Notes Due 2027
Trading SymbolBKNG 27
Security Exchange NameNASDAQ

UNAUDITED CONSOLIDATED BALANCE

UNAUDITED CONSOLIDATED BALANCE SHEETS - USD ($) $ in MillionsSep. 30, 2020Dec. 31, 2019
Current assets:
Cash and cash equivalents $ 11,197 $ 6,312
Short-term investments (Available-for-sale debt securities: Amortized cost of $998 at December 31, 2019)0 998
Accounts receivable, net (Allowance for expected credit losses of $208 and $49, respectively)859 1,680
Prepaid expenses and other current assets, net (Allowance for expected credit losses of $16 and $6, respectively)527 843
Total current assets12,583 9,833
Property and equipment, net744 738
Operating lease assets568 620
Intangible assets, net1,838 1,954
Goodwill[1]1,865 2,913
Long-term investments (Includes available-for-sale debt securities: Amortized cost of $775 and $2,192, respectively)3,672 4,477
Other assets, net (Allowance for expected credit losses of $38 at September 30, 2020)875 867
Total assets22,145 21,402
Current liabilities:
Accounts payable1,114 1,239
Accrued expenses and other current liabilities1,388 1,578
Deferred merchant bookings487 1,561
Convertible debt979 988
Total current liabilities3,968 5,366
Deferred income taxes1,006 876
Operating lease liabilities401 462
Long-term U.S. transition tax liability921 1,021
Other long-term liabilities107 104
Long-term debt10,829 7,640
Total liabilities17,232 15,469
Commitments and Contingencies (see Note 13)
Stockholders' equity:
Common stock, $0.008 par value, Authorized shares: 1,000,000,000 Issued shares: 63,398,711 and 63,179,471, respectively0 0
Treasury stock, 22,444,443 and 21,762,070 shares, respectively(24,123)(22,864)
Additional paid-in capital5,779 5,756
Retained earnings23,453 23,232
Accumulated other comprehensive loss(196)(191)
Total stockholders' equity4,913 5,933
Total liabilities and stockholders' equity $ 22,145 $ 21,402
[1](1) The balance of goodwill as of September 30, 2020 and December 31, 2019 is stated net of cumulative impairment charges of $2.0 billion and $941 million, respectively.

UNAUDITED CONSOLIDATED BALANC_2

UNAUDITED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in MillionsSep. 30, 2020Dec. 31, 2019
Amortized cost of available-for-sale debt securities, current $ 0 $ 998
Accounts receivable, allowance for credit loss208 49
Prepaid expenses, allowance for credit loss, current16 6
Amortized cost of available-for-sale debt securities, noncurrent775 2,192
Prepaid expenses, allowance for credit loss, noncurrent $ 38 $ 0
Common stock, par value (in dollars per share) $ 0.008 $ 0.008
Common stock, shares authorized (in shares)1,000,000,000 1,000,000,000
Common stock, shares issued (in shares)63,398,711 63,179,471
Treasury stock, shares (in shares)22,444,443 21,762,070

UNAUDITED CONSOLIDATED STATEMEN

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Total revenues $ 2,640 $ 5,040 [1] $ 5,558 $ 11,727 [1]
Operating expenses:
Marketing expenses731 1,415 1,793 3,975
Sales and other expenses129 276 637 739
Personnel, including stock-based compensation of $80, $79, $163 and $232, respectively517 566 1,453 1,686
General and administrative148 225 453 596
Information technology71 71 219 206
Depreciation and amortization115 117 344 352
Restructuring and other exit costs41 0 75 0
Impairment of goodwill573 0 1,062 0
Total operating expenses2,325 2,670 6,036 7,554
Operating income (loss)315 2,370 (478)4,173
Other income (expense):
Interest income5 44 49 113
Interest expense(98)(70)(258)(204)
Net gains (losses) on marketable equity securities730 (49)1,258 419
Impairment of investment0 0 (100)0
Foreign currency transactions and other(117)68 (149)37
Total other income (expense)520 (7)800 365
Income before income taxes835 2,363 322 4,538
Income tax expense34 413 98 844
Net income $ 801 $ 1,950 $ 224 $ 3,694
Net income applicable to common stockholders per basic common share (in dollars per share) $ 19.56 $ 46.01 $ 5.46 $ 84.84
Weighted-average number of basic common shares outstanding (in shares)40,935 42,389 40,983 43,540
Net income applicable to common stockholders per diluted common share (in dollars per share) $ 19.49 $ 45.54 $ 5.44 $ 84.06
Weighted-average number of diluted common shares outstanding (in shares)41,081 42,831 41,142 43,947
Agency revenues
Total revenues $ 1,723 $ 3,435 $ 3,504 $ 7,991
Merchant revenues
Total revenues837 1,313 1,741 2,875
Advertising and other revenues
Total revenues $ 80 $ 292 $ 313 $ 861
[1](1) Geographic information for the three and nine months ended September 30, 2019 has been recast to conform to the current period presentation

UNAUDITED CONSOLIDATED STATEM_2

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Income Statement [Abstract]
Stock-based compensation expense $ 80 $ 79 $ 163 $ 232

UNAUDITED CONSOLIDATED STATEM_3

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Other comprehensive income (loss), net of tax
Net income $ 801 $ 1,950 $ 224 $ 3,694
Foreign currency translation adjustments, net of tax42 (35)(3)(63)
Net unrealized (losses) gains on available-for-sale securities, net of tax(5)0 (2)114
Total other comprehensive income (loss), net of tax37 (35)(5)51
Comprehensive income $ 838 $ 1,915 $ 219 $ 3,745

UNAUDITED CONSOLIDATED STATEM_4

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in MillionsTotalCumulative Effect of Adoption of Accounting Standards UpdateCommon StockTreasury StockAdditional Paid-In CapitalRetained EarningsRetained EarningsCumulative Effect of Adoption of Accounting Standards UpdateAccumulated Other Comprehensive Loss
Balance (in shares) at Dec. 31, 201862,949 (17,317)
Balance at Dec. 31, 2018 $ 8,785 $ 0 $ (14,711) $ 5,445 $ 18,367 $ (316)
Increase (Decrease) in Stockholders' Equity
Net income3,694 3,694
Foreign currency translation adjustments, net of tax(63)(63)
Net unrealized (losses) gains on available-for-sale securities, net of tax114 114
Exercise of stock options and vesting of restricted stock units and performance share units (in shares)213
Exercise of stock options and vesting of restricted stock units and performance share units $ 1 $ 0 1
Repurchase of common stock (in shares)(3,760)(3,760)
Repurchase of common stock $ (6,812) $ (6,812)
Stock-based compensation and other stock-based payments232 232
Balance (in shares) at Sep. 30, 201963,162 (21,077)
Balance at Sep. 30, 20195,951 $ 0 $ (21,523)5,678 22,061 (265)
Balance (in shares) at Jun. 30, 201963,144 (20,378)
Balance at Jun. 30, 20195,307 $ 0 $ (20,173)5,599 20,111 (230)
Increase (Decrease) in Stockholders' Equity
Net income1,950 1,950
Foreign currency translation adjustments, net of tax(35)(35)
Net unrealized (losses) gains on available-for-sale securities, net of tax0
Exercise of stock options and vesting of restricted stock units and performance share units (in shares)18
Exercise of stock options and vesting of restricted stock units and performance share units $ 0 $ 0 0
Repurchase of common stock (in shares)(699)(699)
Repurchase of common stock $ (1,350) $ (1,350)
Stock-based compensation and other stock-based payments79 79
Balance (in shares) at Sep. 30, 201963,162 (21,077)
Balance at Sep. 30, 20195,951 $ 0 $ (21,523)5,678 22,061 (265)
Balance (in shares) at Dec. 31, 201963,179 (21,762)
Balance at Dec. 31, 20195,933 $ (3) $ 0 $ (22,864)5,756 23,232 $ (3)(191)
Increase (Decrease) in Stockholders' Equity
Net income224 224
Foreign currency translation adjustments, net of tax(3)(3)
Net unrealized (losses) gains on available-for-sale securities, net of tax(2)(2)
Issuance of convertible senior notes96 96
Conversion of debt(245)(245)
Exercise of stock options and vesting of restricted stock units and performance share units (in shares)220
Exercise of stock options and vesting of restricted stock units and performance share units $ 6 $ 0 6
Repurchase of common stock (in shares)(682)(682)
Repurchase of common stock $ (1,259) $ (1,259)
Stock-based compensation and other stock-based payments166 166
Balance (in shares) at Sep. 30, 202063,399 (22,444)
Balance at Sep. 30, 20204,913 $ 0 $ (24,123)5,779 23,453 (196)
Balance (in shares) at Jun. 30, 202063,391 (22,442)
Balance at Jun. 30, 20203,999 $ 0 $ (24,119)5,699 22,652 (233)
Increase (Decrease) in Stockholders' Equity
Net income801 801
Foreign currency translation adjustments, net of tax42 42
Net unrealized (losses) gains on available-for-sale securities, net of tax(5)(5)
Exercise of stock options and vesting of restricted stock units and performance share units (in shares)8
Exercise of stock options and vesting of restricted stock units and performance share units $ 0 $ 0 0
Repurchase of common stock (in shares)(2)(2)
Repurchase of common stock $ (4) $ (4)
Stock-based compensation and other stock-based payments80 80
Balance (in shares) at Sep. 30, 202063,399 (22,444)
Balance at Sep. 30, 2020 $ 4,913 $ 0 $ (24,123) $ 5,779 $ 23,453 $ (196)

UNAUDITED CONSOLIDATED STATEM_5

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions9 Months Ended
Sep. 30, 2020Sep. 30, 2019
OPERATING ACTIVITIES:
Net income $ 224 $ 3,694
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization344 352
Provision for expected credit losses and chargebacks307 108
Deferred income tax expense101 39
Net gains on marketable equity securities(1,258)(419)
Stock-based compensation expense and other stock-based payments179 245
Operating lease amortization137 127
Amortization of debt discount and debt issuance costs48 43
Unrealized foreign currency transaction losses (gains) on Euro-denominated debt139 (54)
Impairment of goodwill1,062 0
Impairment of investment100 0
Other0 9
Changes in assets and liabilities, net of effect of acquisition:
Accounts receivable554 (442)
Prepaid expenses and other current assets230 (247)
Deferred merchant bookings and other current liabilities(1,593)794
Other long-term assets and liabilities88 (461)
Net cash provided by operating activities662 3,788
INVESTING ACTIVITIES:
Purchase of investments(72)(696)
Proceeds from sale and maturity of investments2,997 7,940
Additions to property and equipment(222)(281)
Acquisitions and other investments, net of cash acquired0 (9)
Net cash provided by investing activities2,703 6,954
FINANCING ACTIVITIES:
Proceeds from revolving credit facility and short-term borrowings0 400
Repayments of revolving credit facility and short-term borrowings0 (425)
Proceeds from the issuance of long-term debt4,108 0
Payments of debt issuance costs(38)0
Payments for conversion of debt(1,244)0
Payments for repurchase of common stock(1,299)(6,840)
Other financing activities5 (11)
Net cash provided by (used in) financing activities1,532 (6,876)
Effect of exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents(12)(26)
Net increase in cash and cash equivalents and restricted cash and cash equivalents4,885 3,840
Total cash and cash equivalents and restricted cash and cash equivalents, beginning of period (see Note 14)6,332 2,645
Total cash and cash equivalents and restricted cash and cash equivalents, end of period (see Note 14)11,217 6,485
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for income taxes (see Note 14)152 986
Cash paid during the period for interest $ 158 $ 171

BASIS OF PRESENTATION (Notes)

BASIS OF PRESENTATION (Notes)9 Months Ended
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BASIS OF PRESENTATIONBASIS OF PRESENTATION Management of Booking Holdings Inc. (the "Company") is responsible for the Unaudited Consolidated Financial Statements included in this document. The Unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operating results. The Company prepared the Unaudited Consolidated Financial Statements following the requirements of the Securities and Exchange Commission for interim reporting. As permitted under those rules, the Company condensed or omitted certain footnotes or other financial information that are normally required by U.S. GAAP for annual financial statements. These statements should be read in combination with the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2019. The Unaudited Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The functional currency of the Company's subsidiaries is generally the respective local currency. For international operations, assets and liabilities are translated into U.S. Dollars at the rate of exchange existing at the balance sheet date. Income statement amounts are translated at monthly average exchange rates applicable for the period. Translation gains and losses are included as a component of "Accumulated other comprehensive loss" in the accompanying Consolidated Balance Sheets. Foreign currency transaction gains and losses are included in "Foreign currency transactions and other" in the Unaudited Consolidated Statements of Operations. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be the same as those for any subsequent quarter or the full year, especially during the periods that are impacted by the COVID-19 pandemic. Impact of COVID-19 In response to the outbreak of the novel strain of the coronavirus, COVID-19 (the "COVID-19 pandemic") , many governments around the world have implemented, and continue to implement, a variety of measures to reduce the spread of COVID-19, including travel restrictions and bans, instructions to residents to practice social distancing, quarantine advisories, including quarantine restrictions after travel in certain locations, shelter-in-place orders, required closures of non-essential businesses and additional restrictions on businesses as part of re-opening plans. These government mandates have forced many of the customers on whom the Company’s business relies, including hotels and other accommodation providers, airlines and restaurants, to seek government support in order to continue operating, to curtail drastically their service offerings, to file for bankruptcy protection or to cease operations entirely. Further, these measures have materially adversely affected, and may further adversely affect, consumer sentiment and discretionary spending patterns, economies and financial markets, and the Company’s workforce, operations and customers. The COVID-19 pandemic and the resulting economic conditions and government orders have resulted in a material decrease in consumer spending and an unprecedented decline in travel and restaurant activities and consumer demand for related services. The Company’s financial results and prospects are almost entirely dependent on the sale of such travel and restaurant-related services. The Company’s results for each of the quarters ended March 31, 2020, June 30, 2020 and September 30, 2020 have been significantly and negatively impacted as compared to the corresponding periods in 2019. Due to the uncertain and rapidly evolving nature of current conditions around the world, the Company is unable to predict accurately the impact that the COVID-19 pandemic will have on its business going forward. With the spread of COVID-19 to all major regions, the Company expects the COVID-19 pandemic and its effects to continue to have a significant adverse impact on its business for the duration of the pandemic, during any resurgence of the pandemic and during the subsequent economic recovery, which could be an extended period of time. Given the volatility in global markets and the financial difficulties faced by many of the Company's travel service provider and restaurant customers and marketing affiliates, the Company has increased its provision for expected credit losses (also referred to as provision for bad debt or provision for uncollectible accounts) on receivables from and prepayments to its travel service provider and restaurant customers and marketing affiliates (see Note 7). Moreover, due to the high level of cancellations of existing reservations, the Company has incurred, and may continue to incur, higher than normal cash outlays to refund consumers for prepaid reservations (see Note 2). Any material increase in the Company’s provision for expected credit losses and any material increase in cash outlays to consumers would have a corresponding adverse effect on the Company's results of operations and related cash flows. As a result of the deterioration of the Company’s business due to the COVID-19 pandemic, the Company determined that a portion of its goodwill had experienced a decline in value at March 31, 2020 and recorded a significant impairment charge (see Note 8). In addition, the Company recorded a significant impairment charge at March 31, 2020 for one of the Company's long-term investments due to the impact of the COVID-19 pandemic on the business of the investee and the Company's estimate of the resulting decline in the value of the investment (see Notes 5 and 6). At September 30, 2020, the Company recorded an additional significant impairment charge to its goodwill (see Note 8). It is possible that the Company may have to record additional significant impairment charges in future periods. See Note 9 for additional information about the Company’s existing debt arrangements, including $4.1 billion of debt issued in April 2020. The Company’s continued access to sources of liquidity depends on multiple factors, including global economic conditions, the condition of global financial markets, the availability of sufficient amounts of financing, the Company’s ability to meet debt covenant requirements, the Company’s operating performance and its credit ratings. If the Company’s credit ratings were to be downgraded, or financing sources were to ascribe higher risk to its rating levels, the Company or its industry, the Company’s access to capital and the cost of any financing would be negatively impacted. There is no guarantee that additional debt financing will be available in the future to fund the Company’s obligations, or that it will be available on commercially reasonable terms, in which case the Company may need to seek other sources of funding. The extent of the effects of the COVID-19 pandemic on the Company’s business, results of operations, cash flows and growth prospects is highly uncertain and will ultimately depend on future developments. These include, but are not limited to, the severity, extent and duration of the pandemic and its impact on the travel and restaurant industries and consumer spending more broadly. Even if economic and operating conditions for the Company’s business improve, the Company cannot predict the long-term effects of the pandemic on its business or the travel and restaurant industries as a whole. If the travel and restaurant industries are fundamentally changed by the COVID-19 pandemic in ways that are detrimental to the Company’s operating model, the Company’s business may continue to be adversely affected even as the broader global economy recovers. In response to the reduction in the Company's business volumes as a result of the impact of the COVID-19 pandemic, the Company has taken actions to reduce the size of its workforce to optimize efficiency and reduce costs. See Note 14 for additional information. Certain governments have passed or are considering legislation to help businesses during the COVID-19 pandemic through loans, wage subsidies, tax relief or other financial aid, and some of these governments have extended or are considering extending these programs. The Company has participated in several of these programs, including the Netherlands' wage subsidy program and the United Kingdom's job retention scheme. See Note 14 for additional information. Change in Presentation and Reclassification In the year ended December 31, 2019 and prior periods, the Company's marketing expenses were presented in the Consolidated Statements of Operations as "Performance marketing" and "Brand marketing" expenses. In the first quarter of 2020, the Company changed the presentation of marketing expenses by combining "Performance marketing" and "Brand marketing" into "Marketing expenses" in the Unaudited Consolidated Statement of Operations because of the increased convergence of performance marketing and brand marketing channels in areas including digital marketing and the Company's view of overall marketing expenditure as its investment in customer acquisition and retention. The change in presentation had no impact on operating income or net income. The Unaudited Consolidated Statements of Operations for the three and nine months ended September 30, 2019 has been recast to conform to the current year presentation. In addition to the change in presentation for marketing expenses, certain amounts from prior periods have been reclassified to conform to the current period presentation. Recent Accounting Pronouncements Adopted Simplifying the Test for Goodwill Impairment In January 2017, the Financial Accounting Standards Board ("FASB") issued a new accounting update to simplify the test for goodwill impairment. The revised guidance eliminates the previously required step two of the goodwill impairment test, which required a hypothetical purchase price allocation to measure goodwill impairment. Under the revised guidance, a goodwill impairment loss will be measured at the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill. The Company adopted this update in the first quarter of 2020 and applied it on a prospective basis (see Note 8 for additional information on the goodwill impairment tests performed at March 31, 2020 and September 30, 2020). Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued a new accounting update on the measurement of credit losses for certain financial assets measured at amortized cost and available-for-sale debt securities. For financial assets measured at amortized cost, this update requires an entity to (1) estimate its lifetime expected credit losses upon recognition of the financial assets and establish an allowance to present the net amount expected to be collected, (2) recognize this allowance and changes in the allowance during subsequent periods through net income and (3) consider relevant information about past events, current conditions and reasonable and supportable forecasts in assessing the lifetime expected credit losses. For available-for-sale debt securities, this update made several targeted amendments to the existing other-than-temporary impairment model, including (1) requiring disclosure of the allowance for expected credit losses, (2) allowing reversals of the previously recognized credit losses until the entity has the intent to sell, is more-likely-than-not required to sell the securities or the maturity of the securities, (3) limiting impairment to the difference between the amortized cost basis and fair value and (4) not allowing entities to consider the length of time that fair value has been less than amortized cost as a factor in evaluating whether a credit loss exists. The Company adopted this update in the first quarter of 2020 and applied this update on a modified retrospective basis. Upon adoption of the new standard on January 1, 2020, the Company recorded a net decrease to its retained earnings of $3 million, net of tax. See Note 7 for additional information related to allowance for expected credit losses on accounts receivable and other financial assets and Note 5 for additional information related to investments in available-for-sale debt securities. Other Recent Accounting Pronouncements Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In August 2020, the FASB issued a new accounting update relating to convertible instruments and contracts in an entity’s own equity. For convertible instruments, the accounting update reduces the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current U.S. GAAP. The accounting update amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. The accounting update also simplifies the diluted earnings per share calculation in certain areas. For public business entities, the update is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Entities are allowed to apply this update on either a full or modified retrospective basis. The Company is currently evaluating the impact to its Consolidated Financial Statements of adopting this update. Simplifying the Accounting for Income Taxes In December 2019, the FASB issued a new accounting update relating to income taxes. This update provides an exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. This update also (1) requires an entity to recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, (2) requires an entity to evaluate when a step-up in the tax basis of goodwill should be considered part of the business combination in which goodwill was originally recognized for accounting purposes and when it should be considered a separate transaction, and (3) requires that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date.

REVENUE (Notes)

REVENUE (Notes)9 Months Ended
Sep. 30, 2020
Revenue from Contract with Customer [Abstract]
REVENUEREVENUE Disaggregation of revenue Geographic Information The Company's international information consists of the results of Booking.com, agoda and Rentalcars.com in their entirety and the results of the international businesses of KAYAK and OpenTable. This classification is independent of where the consumer resides, where the consumer is physically located while using the Company's services or the location of the travel service provider or restaurant. For example, a reservation made through Booking.com (which is domiciled in the Netherlands) at a hotel in New York by a consumer in the United States is part of the Company's international results. The Company's geographic information is as follows (in millions): International United States The Netherlands Other Total Total revenues for the three months ended September 30, 2020 $ 214 $ 2,231 $ 195 $ 2,640 2019 (1) 404 4,107 529 5,040 Total revenues for the nine months ended September 30, 2020 $ 604 $ 4,352 $ 602 $ 5,558 2019 (1) 1,170 9,176 1,381 11,727 (1) Geographic information for the three and nine months ended September 30, 2019 has been recast to conform to the current period presentation. Revenue by Type of Service Approximately 91% and 88% of the Company's revenue for the three and nine months ended September 30, 2020, respectively, and 88% and 87% of the Company's revenue for the three and nine months ended September 30, 2019, respectively, relates to online accommodation reservation services. Revenue from all other sources of online travel reservation services and advertising and other revenues each represent less than 10% of the Company's total revenues. Deferred Revenue Cash payments received from travelers in advance of the Company completing its service obligations are included in "Deferred merchant bookings" in the Company's Consolidated Balance Sheets and are comprised principally of amounts estimated to be payable to the travel service providers as well as the Company's estimated deferred revenue for its commission or margin and fees. The Company expects to complete its service obligation within one year from the reservation date. The amounts are subject to refunds for cancellations. The following table summarizes the activity of deferred revenue for online travel reservation services for the nine months ended September 30, 2020 (in millions): Balance, December 31, 2019 $ 220 Revenues recognized from the beginning deferred revenue balance (153) Cancellations and amendments (65) Payments received from travelers, net of amounts estimated to be payable to travel service providers, and other 73 Balance, September 30, 2020 $ 75 Loyalty and Other Incentive Programs The Company provides loyalty programs where participating consumers are awarded loyalty points on current transactions that can be redeemed in the future. At September 30, 2020 and December 31, 2019, liabilities for loyalty program incentives of $28 million and $80 million, respectively, were included in "Accrued expenses and other current liabilities" in the Consolidated Balance Sheets. The Company’s largest loyalty program is at OpenTable, where points can be redeemed for rewards such as qualifying reservations at participating restaurants, third-party gift cards and accommodation reservations booked through some of the Company’s other platforms. The estimated fair value of the loyalty points that are expected to be redeemed is recognized as a reduction of revenue at the time the incentives are granted. In March 2018, OpenTable introduced a three-year time-based expiration for loyalty points earned by diners. Unredeemed loyalty points existing as of the date of introduction of the expiration provision will expire during the three months ending March 31, 2021. Unredeemed loyalty points earned after the date of introduction of the expiration provision expire three years after they were earned. During the three months ended September 30, 2020, the Company recorded a decrease of $28 million to the liability, primarily due to changes in estimates of the number of loyalty points expected to be redeemed prior to expiration, with a corresponding increase to revenue. In addition to the loyalty programs, at September 30, 2020 and December 31, 2019, liabilities of $122 million and $22 million, respectively, for other incentive programs, such as referral bonuses, rebates, credits and discounts, were included in "Accrued expenses and other current liabilities" in the Consolidated Balance Sheets. During the three months ended September 30, 2020, the Company offered additional rebates to customers meeting certain eligibility requirements under an incentive program at Booking.com that will end in 2020. The eligibility requirements include the customer's enrollment in Booking.com's Genius Program (program features include special discounts offered by customers to frequent travelers) and Preferred Partner Program (program features include greater visibility for customers in search results for payment of higher commission) and timely payment of invoices. The additional rebates resulted in a reduction of revenue of $96 million during the three and nine months ended September 30, 2020 and an increase of $88 million in the liability as of September 30, 2020. Impact of COVID-19 Due to the high level of cancellations of existing reservations as a result of the COVID-19 pandemic (see Note 1), the Company has incurred, and may continue to incur, higher than normal cash outlays to refund travelers for prepaid reservations, including certain situations where the Company has already transferred the prepayment to the travel service provider. For the nine months ended September 30, 2020, the Company recorded a reduction in revenue of $42 million

STOCK-BASED EMPLOYEE COMPENSATI

STOCK-BASED EMPLOYEE COMPENSATION (Notes)9 Months Ended
Sep. 30, 2020
Share-based Payment Arrangement [Abstract]
STOCK-BASED EMPLOYEE COMPENSATIONSTOCK-BASED EMPLOYEE COMPENSATION Stock-based compensation expense included in "Personnel" expenses in the Unaudited Consolidated Statements of Operations was $80 million and $79 million for the three months ended September 30, 2020 and 2019, respectively, and $163 million and $232 million for the nine months ended September 30, 2020 and 2019, respectively. Stock-based compensation expense related to performance share units, restricted stock units and stock options is recognized based on fair value on a straight-line basis over the respective requisite service periods and forfeitures are accounted for when they occur. The fair value on the grant date of performance share units and restricted stock units is determined based on the number of units granted and the quoted price of the Company's common stock. For performance share units with market conditions, the effect of the market condition is also considered in the determination of fair value on the grant date using Monte Carlo simulations. The fair value of employee stock options is determined using the Black-Scholes model. Performance share units and restricted stock units are payable in shares of the Company's common stock upon vesting. The Company issues shares of its common stock upon the exercise of stock options. The Company records stock-based compensation expense for performance-based awards using its estimate of the probable outcome at the end of the performance period (i.e., the estimated performance against the performance targets or performance goals, as applicable). The Company periodically adjusts the cumulative stock-based compensation expense recorded when the probable outcome for these performance-based awards is updated based upon changes in actual and forecasted operating results or expected achievement of performance goals, as applicable. For the performance share units outstanding at March 31, 2020, due to the impact of the COVID-19 pandemic (see Note 1), there was a significant decline in the estimated performance over the performance periods against the performance targets and consequently, a significant reduction in the number of shares that were probable to be issued as compared to December 31, 2019. As a result, for the three months ended March 31, 2020, the Company recognized a reduction in stock-based compensation expense of $73 million, which is included in "Personnel" expense in the Unaudited Consolidated Statement of Operations for the nine months ended September 30, 2020. During the three months ended June 30, 2020, considering pre-COVID-19 performance and the significant effect of the COVID-19 pandemic on Company performance and consequently on the number of shares that were probable to be issued to employees, the Company modified the performance-based awards granted in 2018 (other than the performance-based awards granted to executive officers and certain other employees) to fix the number of shares to be issued, subject to other vesting conditions. As a result, the Company incurred an additional stock-based compensation expense of $11 million to be recognized over the remaining requisite service period. Restricted stock units and performance share units granted by the Company during the three and nine months ended September 30, 2020 had aggregate grant-date fair values of $19 million and $369 million, respectively. Restricted stock units and performance share units that vested during the three and nine months ended September 30, 2020 had aggregate fair values at vesting of $12 million and $345 million, respectively. At September 30, 2020, there was $459 million of estimated total future stock-based compensation expense related to unvested restricted stock units and performance share units to be recognized over a weighted-average period of 2.0 years. Stock options granted by the Company during the nine months ended September 30, 2020 had an aggregate grant-date fair value of $79 million. At September 30, 2020, there was $67 million of estimated total future stock-based compensation expense related to unvested stock options to be recognized over a weighted-average period of 2.4 years. Restricted Stock Units The Company makes broad-based grants of restricted stock units that generally vest during a period of one- to three-years, subject to certain exceptions for terminations other than for "cause," for "good reason" or on account of death or disability. The following table summarizes the activity of restricted stock units for employees and non-employee directors during the nine months ended September 30, 2020: Restricted Stock Units Shares Weighted-average Grant-date Fair Value Per Share Unvested at December 31, 2019 256,745 $ 1,801 Granted 216,229 $ 1,646 Vested (123,872) $ 1,820 Forfeited (28,043) $ 1,766 Unvested at September 30, 2020 321,059 $ 1,692 Performance Share Units The Company grants performance share units to executives and certain other employees, which generally vest at the end of a three-year period, subject to certain exceptions for terminations other than for "cause," for "good reason" or on account of death or disability. The number of shares that ultimately vest depends on achieving certain performance metrics or performance goals, as applicable, by the end of the performance period, assuming there is no accelerated vesting for, among other things, a termination of employment under certain circumstances. The following table summarizes the activity of performance share units for employees during the nine months ended September 30, 2020: Performance Share Units Shares Weighted-average Grant-date Fair Value Per Share Unvested at December 31, 2019 216,083 $ 1,835 Granted 5,540 $ 2,373 Vested (81,839) $ 1,741 Performance Shares Adjustment * (50,209) $ 1,944 Forfeited (4,896) $ 1,834 Unvested at September 30, 2020 84,679 $ 1,893 * Probable outcome for these performance-based awards is updated based upon changes in actual and forecasted operating results or expected achievement of performance goals, as applicable, and the impact of modifications. The following table summarizes the estimated vesting, as of September 30, 2020, of performance share units granted in 2020, 2019 and 2018, net of forfeiture and vesting since the respective grant dates: Performance Share Units, by grant year 2020 2019 2018 Shares probable to be issued 5,540 43,625 35,514 Shares not subject to the achievement of minimum performance thresholds — 43,625 35,514 Shares that could be issued if maximum performance thresholds are met 11,080 114,086 62,547 Stock Options In May 2020, the Company granted stock options that vest in March 2023, subject to certain exceptions for terminations other than for "cause," for "good reason" or on account of death or disability. No stock options were granted to the executive officers of the Company. Stock options granted or assumed in acquisitions generally have a term of 10 years from the grant date. The fair value of stock options granted is estimated on the grant date using the Black-Scholes option pricing model and is affected by assumptions regarding a number of complex and subjective variables. The use of an option pricing model requires the use of several assumptions including expected volatility, risk-free interest rate, expected dividends, and expected term. Expected volatility is based on the Company’s historical volatility over the expected term of the option and implied volatility of publicly traded options of the Company’s common stock. The expected term of the options represents the estimated period of time until option exercise. Since the Company has limited historical stock option exercise experience, the Company used the simplified method in estimating the expected term, which is calculated as the average of the sum of the vesting term and the original contractual term of the options. The risk-free interest rate is based on U.S. Treasury zero-coupon issues at the time of grant for the expected term of the option. The following table summarizes the assumptions used to value option grants granted during the nine months ended September 30, 2020 using the Black-Scholes options pricing model: Black-Scholes assumptions Risk-free interest rate 0.56 % Expected term in years 6.4 Expected stock price volatility 33.8 % Expected dividend yield 0 % The following table summarizes the activity for stock options during the nine months ended September 30, 2020: Employee Stock Options Number of Shares Weighted-average Aggregate Weighted-average Remaining Contractual Term Balance, December 31, 2019 15,122 $ 484 $ 24 2.6 Granted 163,494 $ 1,411 Exercised (13,093) $ 465 Forfeited (2,555) $ 1,410 Balance, September 30, 2020 162,968 $ 1,401 $ 50 9.5 Exercisable at September 30, 2020 2,078 $ 638 $ 2 2.4 Stock options granted by the Company during the nine months ended September 30, 2020 had a weighted-average grant-date fair value per option of $485. The aggregate intrinsic value of employee stock options exercised during the nine months ended September 30, 2020 and 2019 was $14 million and $4 million, respectively.

NET INCOME PER SHARE (Notes)

NET INCOME PER SHARE (Notes)9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]
NET INCOME PER SHARENET INCOME PER SHARE The Company computes basic ne t income per share by dividing net income applicabl e to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net income per share is based upon the weighted-average number of common and common equivalent shares outstanding during the period. Common equivalent shares related to stock options, restricted stock units and performance share units are calculated using the treasury stock method. Performance share units are included in the weighted-average common equivalent shares based on the number of shares that would be issued if the end of the reporting period were the end of the performance period, if the result would be dilutive. The Company's convertible notes have net share settlement features requiring the Company upon conversion to settle the principal amount of the debt for cash and the conversion premium for cash or shares of the Company's common stock, at the Company's option. Under the treasury stock method, if the conversion prices for the convertible notes exceed the Company's average stock price for the period, the convertible notes generally have no impact on diluted net income per share. The convertible notes are included in the calculation of diluted net income per share if their inclusion is dilutive under the treasury stock method. A reconciliation of the weighted-average number of shares outstanding used in calculating diluted net income per share is as follows (in thousands): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Weighted-average number of basic common shares outstanding 40,935 42,389 40,983 43,540 Weighted-average dilutive stock options, restricted stock units and performance share units 146 198 142 191 Assumed conversion of convertible senior notes — 244 17 216 Weighted-average number of diluted common and common equivalent shares outstanding 41,081 42,831 41,142 43,947 For the three and nine months ended September 30, 2020, 164,000 and 166,000 potential common shares, respectively, related to stock options and restricted stock units were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the perio

INVESTMENTS (Notes)

INVESTMENTS (Notes)9 Months Ended
Sep. 30, 2020
Investments, Debt and Equity Securities [Abstract]
INVESTMENTSINVESTMENTS The following table summarizes, by major security type, the Company's investments at September 30, 2020 (in millions): Cost Gross Gross Carrying Value Long-term investments: Investments in private companies: Debt securities $ 250 $ — $ — $ 250 Equity securities 501 3 (100) 404 Other long-term investments: Debt securities: Trip.com Group convertible debt securities 525 — (32) 493 Equity securities 461 2,064 — 2,525 Total $ 1,737 $ 2,067 $ (132) $ 3,672 The following table summarizes, by major security type, the Company's investments at December 31, 2019 (in millions): Cost Gross Gross Unrealized Losses/Downward Adjustments Carrying Value Short-term investments: Debt securities: International government securities $ 109 $ — $ — $ 109 U.S. government securities 138 — — 138 Corporate debt securities 751 1 (1) 751 Total $ 998 $ 1 $ (1) $ 998 Long-term investments: Investments in private companies: Debt securities $ 250 $ — $ — $ 250 Equity securities 501 — — 501 Other long-term investments: Debt securities: International government securities 68 — — 68 U.S. government securities 136 — (1) 135 Corporate debt securities 963 2 (2) 963 Trip.com Group convertible debt securities 775 — (8) 767 Equity securities 1,117 684 (8) 1,793 Total $ 3,810 $ 686 $ (19) $ 4,477 The Company assesses the classification of its investments in the Consolidated Balance Sheets as short-term or long-term at the individual security level. Classification as short-term or long-term is based upon the maturities of the securities, as applicable, and the Company's expectations regarding the timing of sales and redemptions. Investments of a strategic nature that have been made for the purpose of affiliation or potential business advantage or in connection with a commercial relationship are included in "Long-term investments" in the Consolidated Balance Sheets, except in situations where the Company expects the investment to be realized in cash, redeemed or sold within one year. The Company has classified its investments in debt securities as available-for-sale securities. Preferred stock that is either mandatorily redeemable or redeemable at the option of the investor is also considered a debt security for accounting purposes. Available-for-sale debt securities are reported at estimated fair value (see Note 6) with the aggregate unrealized gains and losses, net of tax, reflected in "Accumulated other comprehensive loss" in the Consolidated Balance Sheets. If the amortized cost basis of an available-for-sale security exceeds its fair value and if the Company has the intention to sell the security or it is more likely than not that the Company will be required to sell the security before recovery of the amortized cost basis, an impairment is recognized in the Unaudited Consolidated Statements of Operations. If the Company does not have the intention to sell the security and it is not more likely than not that the Company will be required to sell the security before recovery of the amortized cost basis and the Company determines that the decline in fair value below the amortized cost basis of an available-for-sale security is entirely or partially due to credit-related factors, the credit loss is measured and recognized as an allowance for expected credit losses along with the related expense in the Unaudited Consolidated Statements of Operations. The allowance is measured as the amount by which the debt security’s amortized cost basis exceeds the Company’s best estimate of the present value of cash flows expected to be collected. The fair values of these investments are based on the specific quoted market price of the securities or comparable securities at the balance sheet dates. Unobservable inputs are also used when little or no market data is available. See Note 6 for information related to fair value measurements. Investments in equity securities include marketable equity securities and equity investments without readily determinable fair values. Marketable equity securities are reported at estimated fair value with changes in fair value recognized in "Net gains (losses) on marketable equity securities" in the Unaudited Consolidated Statements of Operations. The Company also holds investments in equity securities of private companies, over which the Company does not have the ability to exercise significant influence or control. The Company has elected to measure these investments at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Investments in Government and Corporate Debt Securities The Company has classified its investments in international government securities, U.S. government securities and corporate debt securities as available-for-sale securities. During the nine months ended September 30, 2020, the Company realized $2.2 billion in cash from the sales and maturities of its investments in government and corporate debt securities. Investments in Trip.com Group At September 30, 2020, the Company had $525 million invested in convertible senior notes issued at par value by Trip.com Group maturing in September 2022 and December 2025. The strategic investments in Trip.com Group convertible senior notes were classified as "Long-term investments" in the Consolidated Balance Sheet at September 30, 2020. In May 2020, the Company's May 2015 investment of $250 million in Trip.com Group's convertible notes was repaid upon maturity. At September 30, 2020, the estimated fair values of the Company’s investments in the convertible notes were lower than their respective amortized cost basis. At September 30, 2020, the Company did not have the intent or a requirement to sell its investment in Trip.com Group convertible notes prior to their anticipated recovery. The Company believes that the decline in fair values of the investments are largely due to changes in market and economic conditions related to the COVID-19 pandemic (see Note 1), which had a negative impact on Trip.com's share price and other market conditions. The Company reviewed available information to evaluate Trip.com's financial solvency and at September 30, 2020 expects recovery of the amortized cost basis of the investments. Certain Trip.com Group convertible notes include a put option allowing the Company, at certain points of time, to require, at its option, redemption of the convertible notes and repayment in cash from Trip.com Group. The Company determined that the economic characteristics and risks of the put option are clearly and closely related to the notes, and therefore did not meet the requirement for separate accounting as embedded derivatives. The Company monitors the conversion features of these notes to determine whether they meet the definition of an embedded derivative during each reporting period. The conversion feature associated with the $25 million convertible notes issued in 2016 meets the definition of an embedded derivative that requires separate accounting. The embedded derivative is bifurcated for fair value measurement purposes only and is reported in the Consolidated Balance Sheets with its host contract in "Long-term investments." The mark-to-market adjustments of the embedded derivative are included in "Foreign currency transactions and other" in the Company's Unaudited Consolidated Statements of Operations. At December 31, 2019, the Company had $655 million invested in Trip.com Group American Depositary Shares ("ADSs") with a fair value of $726 million, which is reported in "Long-term investments" in the Consolidated Balance Sheet. During the nine months ended September 30, 2020, the Company sold its entire investment in these ADSs for $525 million. "Net gains (losses) on marketable equity securities" in the Unaudited Consolidated Statement of Operations for the nine months ended September 30, 2020 includes a net realized loss of $201 million related to the sale of ADSs. "Net gains (losses) on marketable equity securities" in the Unaudited Consolidated Statements of Operations included a net unrealized loss of $165 million and a net unrealized gain of $48 million for the three and nine months ended September 30, 2019, respectively, related to these ADSs. Investment in Meituan In 2017, the Company invested $450 million in preferred shares of Meituan, the leading e-commerce platform for local services in China. The investment has been converted to ordinary shares and classified as a marketable equity security since Meituan's initial public offering in 2018. The investment had a fair value of $2.5 billion and $1.1 billion at September 30, 2020 and December 31, 2019, respectively, which is included in "Long-term investments" in the Consolidated Balance Sheets. Net unrealized gains of $727 million and $1.4 billion for the three and nine months ended September 30, 2020, respectively, and net unrealized gains of $116 million and $371 million for the three and nine months ended September 30, 2019, respectively, related to this investment, are included in "Net gains (losses) on marketable equity securities" in the Unaudited Consolidated Statements of Operations. Investments in Private Companies Equity Securities without Readily Determinable Fair Values The Company had $501 million invested in equity securities of private companies at September 30, 2020 and December 31, 2019, including $500 million invested in Didi Chuxing. These investments are measured at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer and are included in "Long-term investments" in the Company's Consolidated Balance Sheets. Considering the impact of the COVID-19 pandemic (see Note 1), the Company performed an impairment analysis, as of March 31, 2020, on the investment in Didi Chuxing. The Company recognized an impairment charge of $100 million during the three months ended March 31, 2020, resulting in an adjusted carrying value of $400 million at March 31, 2020 and September 30, 2020 (see Note 6). No additional impairment indicators were identified as of September 30, 2020. Debt Securities The Company had $250 million invested in preferred shares of private companies, including Grab Holdings Inc. ("Grab"), with an aggregate estimated fair value of $250 million at both September 30, 2020 and December 31, 2019. These investments are classified as debt securities for accounting purposes and categorized as available-for-sale. The preferred shares are convertible to ordinary shares at the Company’s option and are mandatorily convertible upon an initial public offering. The preferred shares also contain a redemption feature that can be exercised by the Company after certain points of time. These features have been evaluated as embedded derivatives, however, they do not meet the requirements to be accounted for separately.

FAIR VALUE MEASUREMENTS (Notes)

FAIR VALUE MEASUREMENTS (Notes)9 Months Ended
Sep. 30, 2020
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTSFAIR VALUE MEASUREMENTS Financial assets and liabilities carried at fair value at September 30, 2020 are classified in the categories described in the table below (in millions): Level 1 Level 2 Level 3 Total Recurring fair value measurements ASSETS: Cash equivalents and restricted cash equivalents: Money market fund investments $ 10,874 $ — $ — $ 10,874 Time deposits and certificates of deposit 19 — — 19 Long-term investments: Investments in private companies: Debt securities — — 250 250 Other long-term investments: Trip.com Group convertible debt securities — 493 — 493 Equity securities 2,525 — — 2,525 Derivatives: Foreign currency exchange derivatives — 10 — 10 Total assets at fair value $ 13,418 $ 503 $ 250 $ 14,171 LIABILITIES: Foreign currency exchange derivatives $ — $ 13 $ — $ 13 Nonrecurring fair value measurements Investments in equity securities of private companies (1) $ — $ — $ 404 $ 404 Goodwill of the OpenTable and KAYAK reporting unit (2) — — 1,000 1,000 Total nonrecurring fair value measurements $ — $ — $ 1,404 $ 1,404 (1) At March 31, 2020, the investment in DiDi Chuxing was written down to its estimated fair value of $400 million, resulting in an impairment charge of $100 million (see Note 5). (2) At March 31, 2020, the goodwill of the OpenTable and KAYAK reporting unit was written down to its estimated fair value of $1.5 billion, resulting in an impairment charge of $489 million. At September 30, 2020, the goodwill was further written down to its estimated fair value of $1.0 billion, resulting in an additional impairment charge of $573 million (see Note 8). Financial assets and liabilities carried at fair value at December 31, 2019 are classified in the categories described in the table below (in millions): Level 1 Level 2 Level 3 Total Recurring fair value measurements ASSETS: Cash and restricted cash equivalents: Money market fund investments $ 5,734 $ — $ — $ 5,734 Corporate debt securities — 2 — 2 Time deposits and certificates of deposit 29 — — 29 Short-term investments: International government securities — 109 — 109 U.S. government securities — 138 — 138 Corporate debt securities — 751 — 751 Long-term investments: Investments in private companies: Debt securities — — 250 250 Other long-term investments: International government securities — 68 — 68 U.S. government securities — 135 — 135 Corporate debt securities — 963 — 963 Trip.com Group convertible debt securities — 767 — 767 Equity securities 1,793 — — 1,793 Derivatives: Foreign currency exchange derivatives — 12 — 12 Total assets at fair value $ 7,556 $ 2,945 $ 250 $ 10,751 LIABILITIES: Foreign currency exchange derivatives $ — $ 5 $ — $ 5 There are three levels of inputs to measure fair value. The definition of each input is described below: Level 1: Quoted prices in active markets that are accessible by the Company at the measurement date for identical assets and liabilities. Level 2: Inputs that are observable, either directly or indirectly. Such prices may be based upon quoted prices for identical or comparable securities in active markets or inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. Investments See Note 5 for additional information related to the Company's investments. The valuation of investments in corporate debt securities, U.S. and international government securities and Trip.com Group convertible debt securities are considered "Level 2" valuations because the Company has access to quoted prices, but does not have visibility into the volume and frequency of trading for these investments. A market approach is used for recurring fair value measurements and the valuation techniques use inputs that are observable, or can be corroborated by observable data, in an active marketplace. Investments in private companies measured using Level 3 inputs The Company’s investments measured using Level 3 inputs primarily consist of preferred stock investments in privately-held companies that are classified as either debt securities or equity securities without readily determinable fair values. Fair values of privately held securities are estimated using a variety of valuation methodologies, including both market and income approaches. The Company has used valuation techniques appropriate for the type of investment and the information available about the investee as of the valuation date to determine fair value. Recent financing transactions in the investee, such as new investments in preferred stock, are generally considered the best indication of the enterprise value and therefore used as a basis to estimate fair value. However, based on a number of factors, such as the proximity in timing to the valuation date or the volume or other terms of these financing transactions, the Company may also use other valuation techniques to supplement this data, including the income approach. In addition, an option-pricing model (“OPM”) is utilized to allocate value to the various classes of securities of the investee, including the class owned by the Company. The model includes assumptions around the investees' expected time to liquidity and volatility. The Company's investments in private companies accounted for as debt securities had an aggregate estimated fair value of $250 million at September 30, 2020, which includes the Company's investment in Grab with an estimated fair value of $200 million. The Company measured these investments using Level 3 inputs and management's estimates that incorporate current market participant expectations of future cash flows considered alongside recent financing transactions of the investees and other relevant information. For the investment in equity securities of Didi Chuxing, considering the impact of the COVID-19 pandemic, the Company performed an impairment analysis as of March 31, 2020 resulting in an adjusted carrying value of $400 million at March 31, 2020 and September 30, 2020. No additional impairment indicators were identified as of September 30, 2020. As discussed below, the Company used unobservable inputs in order to determine fair value. The Company used an income approach in estimating the fair value of Didi Chuxing as of March 31, 2020. The income approach estimates value based on the expectation of future cash flows that a company will generate. These future cash flows are discounted to their present values using a discount rate based on a company’s weighted-average cost of capital, and is adjusted to reflect the risks inherent in its cash flows. The key unobservable inputs and ranges used include the weighted average cost of c apital (12%-14%), terminal Earnings before interest, taxes, depreciation and amortization (“EBITDA”) multiple (13x-15x), volatility (60%-70%) and an estimated time to liquidity of 4 years. Significant changes in any of these inputs in isolation would result in significantly different fair value measurements. Generally, a change in the assumption used for terminal EBITDA multiples would result in a directionally similar change in the fair value and a change in the assumption used for weighted average cost of capital or volatility would result in a directionally opposite change in the fair value. The determination of the fair values of investments, where the Company is a minority shareholder and has access to limited information from the investee, reflects numerous assumptions that are subject to various risks and uncertainties, including key assumptions regarding the investee’s expected growth rates and operating margin, expected length and severity of the impact from the COVID-19 pandemic and the shape and timing of the subsequent recovery, as well as other key assumptions with respect to matters outside of the Company's control, such as discount rates and market comparables. It requires significant judgments and estimates and actual results could be materially different than those judgments and estimates utilized in the fair value estimate. Future events and changing market conditions may lead the Company to re-evaluate the assumptions reflected in the valuation, particularly the assumptions related to the length and severity of the COVID-19 pandemic and the shape and timing of the subsequent recovery and the overall impact on the investee’s business, which may result in a need to recognize an additional impairment charge that could have a material adverse effect on the Company's results of operations. Derivatives The Company's derivative instruments are valued using pricing models. Pricing models take into account the contract terms as well as multiple inputs where applicable, such as interest rate yield curves, option volatility and foreign currency exchange rates. The valuation of derivatives are considered "Level 2" fair value measurements. The Company's derivative instruments are typically short-term in nature. In the normal course of business, the Company is exposed to the impact of foreign currency fluctuations. The Company mitigates these risks by following established risk management policies and procedures, including the use of derivatives. The Company enters into foreign currency forward contracts to hedge its exposure to the impact of movements in foreign currency exchange rates on its transactional balances denominated in currencies other than the functional currency. In periods prior to the second quarter of 2020, the Company also entered into foreign currency derivative contracts to hedge translation risks from short-term foreign currency exchange rate fluctuations for the Euro, British Pound Sterling and certain other currencies versus the U.S. Dollar. Since the first quarter of 2020, the Company has not entered into such derivative instruments as the impact of the COVID-19 pandemic on the Company’s operating results are highly uncertain. The Company does not use derivatives for trading or speculative purposes. The Company reports the fair values of its derivative assets and liabilities on a gross basis in the Consolidated Balance Sheets in "Prepaid expenses and other current assets, net" and "Accrued expenses and other current liabilities," respectively. Unless designated as hedges for accounting purposes, gains and losses resulting from changes in the fair values of derivative instruments are recognized in "Foreign currency transactions and other" in the Unaudited Consolidated Statements of Operations in the period that the changes occur and cash flow impacts, if any, are classified within "Net cash provided by operating activities" in the Unaudited Consolidated Statements of Cash Flows. As of September 30, 2020 and December 31, 2019, the Company did not designate any derivatives as hedges for accounting purposes. The table below provides estimated fair values and notional amounts of foreign currency exchange derivatives outstanding at September 30, 2020 and December 31, 2019 (in millions). The notional amount of a foreign currency forward contract is the contracted amount of foreign currency to be exchanged and is not recorded in the balance sheets. September 30, 2020 December 31, 2019 Estimated fair value of derivative assets $ 10 $ 12 Estimated fair value of derivative liabilities 13 5 Notional amount: Foreign currency purchases 939 1,770 Foreign currency sales 1,008 901 The effect of foreign currency exchange derivatives recorded in "Foreign currency transactions and other" in the Unaudited Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019 is as follows (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Losses on foreign currency exchange derivatives $ — $ 21 $ 31 $ 26 Other Financial Assets and Liabilities At September 30, 2020 and December 31, 2019, the Company's cash consisted of bank deposits. Cash equivalents principally include money market fund investments, time deposits and certificates of deposit. Other financial assets and liabilities, including restricted cash, accounts payable, accrued expenses and deferred merchant bookings, are carried at cost which approximates their fair values because of the short-term nature of these items. Accounts receivable and other financial assets measured at amortized cost are carried at cost less an allowance for expected credit losses to present the net amount expected to be collected (see Note 7). See Note 9 for the estimated fair value of the Company's outstanding senior notes and Note 5 for information related to an embedded derivative associated with the $25 million Trip.com Group convertible notes issued in 2016. Goodwill

ACCOUNTS RECEIVABLE AND OTHER F

ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS (Notes)9 Months Ended
Sep. 30, 2020
Receivables [Abstract]
ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETSACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS Accounts receivable in the Consolidated Balance Sheets at September 30, 2020 and December 31, 2019 includes receivables from customers of $883 million and $1.2 billion, respectively, and receivables from marketing affiliates of $28 million and $110 million, respectively. The remaining balance relates to receivables from third-party payment processors. The Company’s receivables are short-term in nature. In addition, the Company had prepayments to certain customers of $118 million and $232 million at September 30, 2020 and December 31, 2019, respectively, which are included in "Prepaid expenses and other current assets, net," and $56 million at September 30, 2020, which is included in "Other assets, net" in the Consolidated Balance Sheets. The amounts mentioned above are stated on a gross basis, before deducting the allowance for expected credit losses. For periods prior to January 1, 2020, receivables from customers were recorded at the original invoiced amounts net of an allowance for doubtful accounts. On January 1, 2020, the Company adopted the accounting standards update on the measurement of expected credit losses, which requires the Company to estimate lifetime expected credit losses upon recognition of the financial assets. The Company adopted the accounting standards update using a modified retrospective approach and the adoption did not have a material impact to the Company's Unaudited Consolidated Financial Statements. The Company has identified the following risk characteristics of its customers and the related receivables and prepayments: size, type (alternative accommodations vs. hotels) or geographic location of the customer, or a combination of these characteristics. Receivables with similar risk characteristics have been grouped into pools. For each pool, the Company considers the historical credit loss experience, current economic conditions, supportable forecasts of future economic conditions, and any recoveries in assessing the lifetime expected credit losses. Other key factors that influence the expected credit loss analysis include customer demographics, payment terms offered in the normal course of business to customers, the nature of competition, and industry-specific factors that could impact the Company's receivables. Additionally, external data and macroeconomic factors are considered. This is assessed at each quarter based on the Company’s specific facts and circumstances. The following table summarizes the activity of the allowance for expected credit losses on receivables (in millions): Nine Months Ended 2020 2019 Balance, beginning of year $ 49 $ 51 Provision charged to earnings 206 53 Write-offs and adjustments (59) (55) Currency translation adjustments 12 (2) Balance, end of period $ 208 $ 47 The allowance for expected credit losses on receivables as of September 30, 2020 includes a portion of the amounts related to refunds paid or payable to certain travelers without a corresponding estimated expected recovery from the travel service providers, primarily due to the impact of the COVID-19 pandemic (see Note 2). For the nine months ended September 30, 2020, the Company recorded a reduction in revenue of $32 million for such refunds, which is included in "Provision charged to earnings" in the table above. In addition, the Company recorded an allowance for expected credit losses on prepayments to certain customers of $54 million and $6 million at September 30, 2020 and December 31, 2019, respectively, which are included in "Prepaid expenses and other current assets, net" and "Other assets, net" in the Consolidated Balance Sheets. For the nine months ended September 30, 2020, the Company recorded expected credit loss expenses of $49 million for the prepayments, which is included in "Sales and other expenses" in the Unaudited Consolidated Statements of Operations. Due to the impact of the COVID-19 pandemic (see Note 1), given the volatility in global markets and the financial difficulties faced by many of the Company’s travel service provider and restaurant customers and marketing affiliates, the Company has increased its allowance for expected credit losses on receivables from and prepayments to its customers and marketing affiliates. Expected credit loss expenses included in "Sales and other expenses" in the Unaudited Consolidated Statements of Operations, increased from $53 million for the nine months ended September 30, 2019 to $223 million for the nine months ended September 30, 2020. Significant judgments and assumptions are required to estimate the allowance for expected credit losses on receivables from and prepayments to customers and such assumptions may change in future periods, particularly the assumptions related to the impact of the COVID-19 pandemic on the business prospects and financial condition of customers and the Company’s ability to collect the receivable or recover the prepayment.

GOODWILL, INTANGIBLE ASSETS AND

GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS (Notes)9 Months Ended
Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETSGOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS A substantial portion of the Company’s intangible assets and goodwill relates to the acquisitions of OpenTable and KAYAK. Goodwill The changes in the balance of goodwill for the nine months ended September 30, 2020 consist of the following (in millions): Balance, December 31, 2019 (1) $ 2,913 Impairments (1,062) Foreign currency translation adjustments 14 Balance, September 30, 2020 (1) $ 1,865 (1) The balance of goodwill as of September 30, 2020 and December 31, 2019 is stated net of cumulative impairment charges of $2.0 billion and $941 million, respectively. The Company tests goodwill for impairment annually and whenever an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company tests goodwill at a reporting unit level. The Company’s annual goodwill impairment tests are performed as of September 30. Interim Goodwill Impairment Test Due to the significant and negative financial impact of the COVID-19 pandemic (see Note 1), the Company performed an interim period goodwill impairment test at March 31, 2020. Under the current goodwill impairment standard adopted in the first quarter of 2020, a goodwill impairment loss is measured at the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill (see Note 1). As of March 31, 2020, the estimated fair value of each of the Company’s reporting units, except the OpenTable and KAYAK reporting unit, exceeded its respective carrying value. For the OpenTable and KAYAK reporting unit, the Company recognized a goodwill impairment charge of $489 million for the three months ended March 31, 2020, which is not tax-deductible, resulting in an adjusted carrying value of goodwill for OpenTable and KAYAK of $1.5 billion at March 31, 2020. The goodwill impairment was primarily driven by a significant reduction in the forecasted near-term cash flows of OpenTable and KAYAK as well as the significant decline in comparable companies' market values as a result of the COVID-19 pandemic. The estimated fair value of OpenTable and KAYAK was determined using a combination of standard valuation techniques, including an income approach (discounted cash flows) and a market approach (applying the recent decline in enterprise values of comparable publicly-traded companies to the recently calculated fair value for OpenTable and KAYAK, as well as applying comparable company multiples). The income approach estimates fair value utilizing long-term growth rates and discount rates applied to the cash flow projections. In the cash flow projections, the Company assumed that OpenTable and KAYAK will experience a significant decline in near-term cash flows with a recovery to 2019 levels of financial performance (including profitability) oc curring in 2023. The shape and timing of the recovery was a key assumption in the fair value calculation (both in the income and market approaches). Annual Goodwill Impairment Test As of September 30, 2020, the Company performed its annual goodwill impairment test. Other than the OpenTable and KAYAK reporting unit, the fair values of the Company’s reporting units exceeded their respective carrying values. For the OpenTable and KAYAK reporting unit, the Company recognized a goodwill impairment charge of $573 million for the three months ended September 30, 2020, which is not tax-deductible, resulting in an adjusted carrying value of goodwill for OpenTable and KAYAK of $1.0 billion at September 30, 2020. The goodwill impairment was primarily driven by a significant reduction in the forecasted cash flows of OpenTable and KAYAK, reflecting a longer assumed recovery period to 2019 levels of profitability, mainly due to the continued material adverse impact of the COVID-19 pandemic, including its impact on the flight vertical at KAYAK, and the lowered current outlook for monetization opportunities in restaurant reservation services. The estimated fair value of OpenTable and KAYAK was determined using a combination of standard valuation techniques, including an income approach (discounted cash flows) and a market approach (applying comparable company multiples). The income approach estimates fair value utilizing long-term growth rates and discount rates applied to the cash flow projections. The income approach, applied as of September 30, 2020, reflects a reduction in the forecasted cash flows of OpenTable and KAYAK and a longer assumed recovery period to 2019 levels of profitability, driven primarily by the lowered current outlook for monetization opportunities in restaurant reservation services and slower than previously expected recovery trends for airline travel, which is a key vertical for KAYAK. For the interim goodwill impairment test at March 31, 2020, the Company expected a recovery to 2019 levels of financial performance occurring in 2023 for OpenTable and KAYAK. Based on the Company's evaluation of all relevant information available as of September 30, 2020 for the annual goodwill impairment test, the Company does not expect that OpenTable and KAYAK will return to the 2019 level of profitability within the next five years, and it is uncertain whether the shape of the recovery will ultimately match the Company’s expectations. An increase or decrease of one percentage point to the profitability growth rates used in the cash flow projections would result in an increase or decrease of approximately $100 million to the estimated fair value of OpenTable and KAYAK as of September 30, 2020. The discount rate is determined based on t he reporting unit’s estimated weighted- average cost of capital and adjusted to reflect the risks inherent in its cash flows, which requires significant judgments. The discount rate used for the annual goodwill impairment test as of September 30, 2020 is higher than the discount rate used for the interim goodwill impairment test as of March 31, 2020. If the discount rate used in the income approach increases or decreases by 0.5%, the impact to the estimated fair value of OpenTable and KAYAK, at September 30, 2020, ranges from a decrease of approximately $65 million to an increase of approximately $70 million. The estimation of fair value reflects numerous assumptions that are subject to various risks and uncertainties, including key assumptions regarding OpenTable and KAYAK’s expected growth rates and operating margin, expected length and severity of the impact from the COVID-19 pandemic, the shape and timing of the subsequent recovery and the competitive environment, as well as other key assumptions with respect to matters outside of the Company's control, such as discount rates and market comparables. It requires significant judgments and estimates and actual results could be materially different than the judgments and estimates used to estimate fair value. Future events and changing market conditions may lead the Company to re-evaluate the assumptions reflected in the current forecast disclosed above, particularly the assumptions related to the length and severity of the COVID-19 pandemic and the shape and timing of the subsequent recovery, which may result in a need to recognize an additional goodwill impairment charge that could have a material adverse effect on the Company's results of operations. Intangible Assets and Other Long-lived Assets The Company's intangible assets at September 30, 2020 and December 31, 2019 consist of the following (in millions): September 30, 2020 December 31, 2019 Gross Accumulated Net Gross Accumulated Net Amortization Supply and distribution agreements $ 1,114 $ (525) $ 589 $ 1,100 $ (472) $ 628 3 - 20 years Technology 172 (139) 33 170 (129) 41 2 - 7 years Internet domain names 42 (35) 7 40 (32) 8 5 - 20 years Trade names 1,815 (606) 1,209 1,811 (534) 1,277 4 - 20 years Other intangible assets 2 (2) — 2 (2) — Up to 15 years Total intangible assets $ 3,145 $ (1,307) $ 1,838 $ 3,123 $ (1,169) $ 1,954 Intangible assets are amortized on a straight-line basis. Amortization expense was $41 million and $126 million for the three and nine months ended September 30, 2020, respectively, and $43 million and $132 million for the three and nine months ended September 30, 2019, respectively. The Company reviews long-lived assets, including intangible assets and operating lease assets, whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The assessment of possible impairment is based upon the ability to recover the carrying value of the assets from the estimated undiscounted future net cash flows, before interest and taxes, of the related asset group. Due to the significant and negative financial impact of the COVID-19 pandemic (see Note 1), at March 31, 2020, the Company performed the recoverability test of its long-lived assets and concluded that there was no impairment. At September 30, 2020, for asset groups other than OpenTable and KAYAK, no additional impairment indicators were identified. For OpenTable and KAYAK, the Company performed the recoverability test of its long-lived assets and concluded that there was no impairment.

DEBT (Notes)

DEBT (Notes)9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]
DEBTDEBT Revolving Credit Facility In August 2019, the Company entered into a $2.0 billion five-year unsecured revolving credit facility with a group of lenders. Borrowings under the revolving credit facility will bear interest, at the Company’s option, at a rate per annum equal to either (i) the London Inter-bank Offer Rate, or if such London Inter-bank Offer Rate is no longer available, the agreed alternate rate of interest ("LIBOR") (but no less than 0%) for the interest period in effect for such borrowing plus an applicable margin ranging from 0.875% to 1.50%; or (ii) for U.S. Dollar-denominated loans only, the sum of (x) the greatest of (a) JPMorgan Chase Bank, N.A.'s prime lending rate, (b) the U.S. federal funds rate plus 0.50% and (c) LIBOR (but no less than 0%) for an interest period of one month plus 1.00%, plus (y) an applicable margin ranging from 0% to 0.50%. Undrawn balances available under the revolving credit facility are subject to commitment fees at the applicable rate ranging from 0.07% to 0.20%. The revolving credit facility provides for the issuance of up to $80 million of letters of credit as well as borrowings of up to $100 million on same-day notice, referred to as swingline loans. Other than swingline loans, which are available only in U.S. Dollars, borrowings and letters of credit under the revolving credit facility may be made in U.S. Dollars, Euros, British Pounds Sterling and any other foreign currency agreed to by the lenders. The proceeds of loans made under the facility can be used for working capital and general corporate purposes, including acquisitions, share repurchases and debt repayments. There were no borrowings outstanding and $4 million and $5 million of letters of credit issued under this revolving credit facility at September 30, 2020 and December 31, 2019, respectively. Upon entering into this revolving credit facility, the Company terminated its prior $2.0 billion five-year revolving credit facility entered into in June 2015. During the six months ended June 30, 2019, the Company made short-term borrowings under the prior revolving credit facility totaling $400 million with a weighted-average interest rate of 3.5%, which were repaid prior to June 30, 2019. The current revolving credit facility contains a maximum leverage ratio covenant, compliance with which is a condition to the Company's ability to borrow thereunder. In April 2020, the Company amended the revolving credit facility, pursuant to which the maximum leverage ratio covenant was suspended through and including the three months ending March 31, 2021, and was replaced with a $4.5 billion minimum liquidity covenant based on unrestricted cash, cash equivalents, short-term investments and unused capacity under this revolving credit facility. In October 2020, the Company further amended the revolving credit facility to extend the suspension of the maximum leverage ratio covenant and the related replacement with the minimum liquidity covenant through and including the three months ending March 31, 2022 and increase the permitted maximum leverage ratio from and including the three months ending June 30, 2022 through and including the three months ending March 31, 2023. The Company agreed not to declare or make any cash distribution and not to repurchase any of its shares unless (i) prior to the delivery of financial statements for the three months ending June 30, 2022, it has at least $6.0 billion of liquidity on a pro forma basis, based on unrestricted cash, cash equivalents, short-term investments and unused capacity under this revolving credit facility and (ii) after the delivery of financial statements for the three months ending June 30, 2022, it is in compliance on a pro forma basis with the maximum leverage ratio covenant then in effect. Such restriction ends upon delivery of financial statements required for the three months ending June 30, 2023, or the Company has the ability to terminate this restriction earlier if it demonstrates compliance with the original maximum leverage ratio covenant in the revolving credit facility. Beginning with the three months ending June 30, 2022, the minimum liquidity covenant will cease to apply and the maximum leverage ratio covenant, as increased, will again be in effect. Outstanding Debt Outstanding debt at September 30, 2020 consists of the following (in millions): September 30, 2020 Outstanding Principal Amount Unamortized Debt Carrying Value Current liabilities: 0.9% Convertible Senior Notes due September 2021 $ 1,000 $ (21) $ 979 Long-term debt: 0.8% (€1 Billion) Senior Notes due March 2022 $ 1,173 $ (2) $ 1,171 2.15% (€750 Million) Senior Notes due November 2022 879 (2) 877 2.75% Senior Notes due March 2023 500 (2) 498 2.375% (€1 Billion) Senior Notes due September 2024 1,173 (7) 1,166 3.65% Senior Notes due March 2025 500 (2) 498 4.1% Senior Notes due April 2025 1,000 (5) 995 0.75% Convertible Senior Notes due May 2025 863 (133) 730 3.6% Senior Notes due June 2026 1,000 (5) 995 1.8% (€1 Billion) Senior Notes due March 2027 1,173 (4) 1,169 4.5% Senior Notes due April 2027 750 (6) 744 3.55% Senior Notes due March 2028 500 (3) 497 4.625% Senior Notes due April 2030 1,500 (11) 1,489 Total long-term debt $ 11,011 $ (182) $ 10,829 Outstanding debt at December 31, 2019 consists of the following (in millions): December 31, 2019 Outstanding Unamortized Debt Carrying Value Current Liabilities: 0.35% Convertible Senior Notes due June 2020 $ 1,000 $ (12) $ 988 Long-term debt: 0.9% Convertible Senior Notes due September 2021 $ 1,000 $ (39) $ 961 0.8% (€1 Billion) Senior Notes due March 2022 1,123 (3) 1,120 2.15% (€750 Million) Senior Notes due November 2022 842 (3) 839 2.75% Senior Notes due March 2023 500 (2) 498 2.375% (€1 Billion) Senior Notes due September 2024 1,123 (9) 1,114 3.65% Senior Notes due March 2025 500 (2) 498 3.6% Senior Notes due June 2026 1,000 (5) 995 1.8% (€1 Billion) Senior Notes due March 2027 1,123 (5) 1,118 3.55% Senior Notes due March 2028 500 (3) 497 Total long-term debt $ 7,711 $ (71) $ 7,640 Based on the closing price of the Company's common stock for the prescribed measurement periods for the three months ended September 30, 2020 and December 31, 2019, as applicable, the contingent conversion thresholds on the 2021 Notes (as defined below) and the May 2025 Notes (as defined below) were not exceeded a nd therefore the notes were not convertible at the option of the holders. Fair Value of Debt At September 30, 2020 and December 31, 2019, the estimated fair value of the outstanding Senior Notes was approximately $13.3 billion and $9.8 billion, respectively, and was considered a "Level 2" fair value measurement (see Note 6). Fair value was estimated based upon actual trades at the end of the reporting period or the most recent trade available as well as the Company's stock price at the end of the reporting period. The estimated fair value of the Company's debt in excess of the outstanding principal amount primarily relates to the Senior Notes and the Convertible Senior Notes issued in April 2020. Convertible Senior Notes If the note holders exercise their option to convert, the Company delivers cash to repay the principal amount of the notes and delivers shares of common stock or cash, at its option, to satisfy the conversion value in excess of the principal amount. If the Company's convertible debt is redeemed or converted prior to maturity, a gain or loss on extinguishment is recognized. The gain or loss is the difference between the fair value of the debt component immediately prior to extinguishment and its carrying value. To estimate the fair value of the debt at the conversion date, the Company estimates the borrowing rate, considering the credit rating and similar debt of comparable corporate issuers without the conversion feature. Description of Convertible Senior Notes In April 2020, the Company issued $863 million aggregate principal amount of Convertible Senior Notes due May 1, 2025 with an interest rate of 0.75% (the "May 2025 Notes"). The Company paid $19 million in debt issuance costs during the nine months ended September 30, 2020 related to this offering. The May 2025 Notes are convertible, subject to certain conditions, into the Company's common stock at a conversion price of $1,886.44 per share. The May 2025 Notes are convertible, at the option of the holder, prior to November 1, 2024, upon the occurrence of specific events, including but not limited to a change in control, or if the closing sales price of the Company's common stock for at least 20 trading days in the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is more than 130% of the conversion price in effect for the notes on the last trading day of the immediately preceding quarter. In the event that all or substantially all of the Company's common stock is acquired on or prior to the maturity of the May 2025 Notes in a transaction in which the consideration paid to holders of the Company's common stock consists of all or substantially all cash, the Company would be required to make additional payments in the form of additional shares of common stock to the holders of the May 2025 Notes in an aggregate value ranging from $0 to $235 million depending upon the date of the transaction and the then current stock price of the Company. Starting on November 1, 2024, holders will have the right to convert all or any portion of the May 2025 Notes, regardless of the Company's stock price. The May 2025 Notes may not be redeemed by the Company prior to maturity. The holders may require the Company to repurchase the May 2025 Notes for cash in certain circumstances. Interest on the May 2025 Notes is payable on May 1 and November 1 of each year, beginning on November 1, 2020. At September 30, 2020, the if-converted value of the May 2025 Notes was lower than the aggregate principal amount. The proceeds from the issuance of the Convertible Senior Notes can be used for general corporate purposes, which may include repayment of debt, including the repayment, at maturity or upon conversion prior thereto, of the Company’s outstanding Convertible Senior Notes. In August 2014, the Company issued $1.0 billion aggregate principal amount of Convertible Senior Notes due September 15, 2021, with an interest rate of 0.9% (the "2021 Notes"). The Company paid $11 million in debt issuance costs during the year ended December 31, 2014 related to this offering. The 2021 Notes are convertible, subject to certain conditions, into the Company's common stock at a conversion price of $2,055.50 per share. The 2021 Notes are convertible, at the option of the holder, prior to September 15, 2021, upon the occurrence of specific events, including but not limited to a change in control, or if the closing sales price of the Company's common stock for at least 20 trading days in the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is more than 150% of the conversion price in effect for the notes on the last trading day of the immediately preceding quarter. In the event that all or substantially all of the Company's common stock is acquired on or prior to the maturity of the 2021 Notes in a transaction in which the consideration paid to holders of the Company's common stock consists of all or substantially all cash, the Company would be required to make additional payments in the form of additional shares of common stock to the holders of the 2021 Notes in an aggregate value ranging from $0 to $375 million depending upon the date of the transaction and the then current stock price of the Company. Starting on June 15, 2021, holders will have the right to convert all or any portion of the 2021 Notes, regardless of the Company's stock price. The 2021 Notes may not be redeemed by the Company prior to maturity. The holders may require the Company to repurchase the 2021 Notes for cash in certain circumstances. Interest on the 2021 Notes is payable on March 15 and September 15 of each year. At September 30, 2020, the if-converted value of the 2021 Notes was lower than the aggregate principal amount. In May 2013, the Company issued $1.0 billion aggregate principal amount of Convertible Senior Notes due June 15, 2020, with an interest rate of 0.35% (the "2020 Notes"). In June 2020, in connection with the maturity of the outstanding 2020 Notes, the Company paid $1.0 billion to satisfy the aggregate principal amount due and paid an additional $245 million in satisfaction of the conversion value in excess of the principal amount. Cash-settled convertible debt, such as the Company's convertible senior notes, is separated into debt and equity components at issuance and each component is assigned a value. The value assigned to the debt component is the estimated fair value, at the issuance date, of a similar bond without the conversion feature. The difference between the bond cash proceeds and this estimated fair value, representing the value assigned to the equity component, is recorded as a debt discount. Debt discount is amortized using the effective interest rate method over the period from the origination date through the stated maturity date. The Company estimated the borrowing rates at debt origination to be 4.10% for the May 2025 Notes, 3.18% for the 2021 Notes and 3.13% for the 2020 Notes, considering its credit rating and similar debt of the Company or comparable corporate issuers without the conversion feature. The yield to maturity was estimated at an at-market coupon priced at par. Debt discount after tax of $100 million ($130 million before tax) related to the May 2025 Notes, $83 million ($143 million before tax) related to the 2021 Notes and $92 million ($154 million before tax) related to the 2020 Notes less financing costs allocated to the equity component of the respective convertible notes was recorded in "Additional paid-in capital" in the balance sheet at debt origination. For the three months ended September 30, 2020 and 2019, the Company recognized interest expense of $17 million and $16 million, respectively, related to convertible notes, which is almost entirely comprised of the amortization of debt discount of $12 million for each period, and the contractual coupon interest of $4 million and $3 million, respectively. The remaining interest expense relates to the amortization of debt issuance costs. The weighted-average effective interest rates for the three months ended September 30, 2020 and 2019 were 3.9% and 3.2%, respectively. For the nine months ended September 30, 2020 and 2019, the Company recognized interest expense of $53 million and $47 million, respectively, related to convertible notes, which was almost entirely comprised of the amortization of debt discount of $39 million and $36 million, respectively, and the contractual coupon interest of $11 million and $9 million, respectively. For the nine months ended September 30, 2020 and 2019, included in the amortization of debt discount mentioned above was $1 million and $2 million of original issuance discount related to the 2020 Notes, respectively. The remaining interest expense related to the amortization of debt issuance costs. The remaining period for amortization of debt discount and debt issuance costs is the period until the stated maturity date for the respective debt. The weighted-average effective interest rates for the nine months ended September 30, 2020 and 2019 were 3.5% and 3.2%, respectively. Other Long-term Debt In April 2020, the Company issued Senior Notes due April 13, 2025 with an interest rate of 4.10% for an aggregate principal amount of $1.0 billion, Senior Notes due April 13, 2027 with an interest rate of 4.50% for an aggregate principal amount of $750 million and Senior Notes due April 13, 2030 with an interest rate of 4.625% for an aggregate principal amount of $1.5 billion. The proceeds from the issuance of the Senior Notes can be used for general corporate purposes, which may include repayment of debt, including the repayment, at maturity or upon conversion prior thereto, of the Company’s outstanding Convertible Senior Notes. Other long-term debt, including the Senior Notes issued in April 2020, had a total carrying value of $10.1 billion and $6.7 billion at September 30, 2020 and December 31, 2019, respectively. Debt discount is amortized using the effective interest rate method over the period from the origination date through the stated maturity date. The following table summarizes the information related to other long-term debt outstanding at September 30, 2020: Other Long-term Debt Period of Issuance Effective Interest Rate at Debt Origination Timing of Interest Payments 0.8% Senior Notes due March 2022 March 2017 0.84 % Annually in March 2.15% Senior Notes due November 2022 November 2015 2.20 % Annually in November 2.75% Senior Notes due March 2023 August 2017 2.78 % Semi-annually in March and September 2.375% Senior Notes due September 2024 September 2014 2.48 % Annually in September 3.65% Senior Notes due March 2025 March 2015 3.68 % Semi-annually in March and September 4.1% Senior Notes due April 2025 April 2020 4.10 % Semi-annually in April and October 3.6% Senior Notes due June 2026 May 2016 3.62 % Semi-annually in June and December 1.8% Senior Notes due March 2027 March 2015 1.80 % Annually in March 4.5% Senior Notes due April 2027 April 2020 4.54 % Semi-annually in April and October 3.55% Senior Notes due March 2028 August 2017 3.56 % Semi-annually in March and September 4.625% Senior Notes due April 2030 April 2020 4.65 % Semi-annually in April and October For the three months ended September 30, 2020 and 2019, the Company recognized interest expense of $79 million and $42 million, respectively, related to other long-term debt, which is almost entirely comprised of $77 million and $40 million, respectively, related to the contractual coupon interest. The remaining interest expense relates to the amortization of debt discount and debt issuance costs. For the nine months ended September 30, 2020 and 2019, the Company recognized interest expense of $193 million and $125 million, respectively, related to other long-term debt, which was almost entirely comprised of $187 million and $120 million, respectively, related to the contractual coupon interest. The remaining interest expense related to the amortization of debt discount and debt issuance costs. The remaining period for amortization of debt discount and debt issuance costs is the period until the stated maturity dates for the respective debt.

TREASURY STOCK (Notes)

TREASURY STOCK (Notes)9 Months Ended
Sep. 30, 2020
Equity [Abstract]
TREASURY STOCKTREASURY STOCK At December 31, 2019, the Company had a total remaining authorization of $11.5 billion to repurchase its common stock related to a program authorized by the Company's Board of Directors in 2019 for $15.0 billion. At September 30, 2020, the Company had a total remaining authorization of $10.4 billion to repurchase its common stock. The Company has not repurchased any shares since March 2020 under this authorization and does not intend to initiate any repurchases under this authorization until it has better visibility into the shape and timing of a recovery from the COVID-19 pandemic. See Note 9 for a description of the impact of the October 2020 credit facility amendment on the Company's ability to repurchase shares. Additionally, the Board of Directors has given the Company the general authorization to repurchase shares of its common stock withheld to satisfy employee withholding tax obligations related to stock-based compensation. The following table summarizes the Company's stock repurchase activities during the three and nine months ended September 30, 2020 and 2019 (in millions, except for shares, which are reflected in thousands): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Shares Amount Shares Amount Shares Amount Shares Amount Authorized stock repurchase programs — $ — 694 $ 1,341 601 $ 1,122 3,676 $ 6,666 General authorization for shares withheld on stock award vesting 2 4 5 9 81 137 84 146 Total 2 $ 4 699 $ 1,350 682 $ 1,259 3,760 $ 6,812 Stock repurchases of $40 million in December 2019 were settled in January 2020. For the nine months ended September 30, 2020 and 2019, the Company remitted employee withholding taxes of $137 million and $140 million, respectively, to the tax authorities, which is different from the aggregate cost of the shares withheld for taxes for each period due to the timing in remitting the taxes. The cash remitted to the tax authorities is included in financing activities in the Unaudited Consolidated Statements of Cash Flows. At September 30, 2020, there were 22,444,443 shares of the Company's common stock held in treasury.

INCOME TAXES (Notes)

INCOME TAXES (Notes)9 Months Ended
Sep. 30, 2020
Income Tax Disclosure [Abstract]
INCOME TAXESINCOME TAXES Income tax expense consists of U.S. and international income taxes, determined using an estimate of the Company's annual effective tax rate, which is based upon the applicable tax rates and tax laws of the countries in which the income is generated. A deferred tax liability is recognized for all taxable temporary differences, and a deferred tax asset is recognized for all deductible temporary differences and operating loss and tax credit carryforwards. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company considers many factors when assessing the likelihood of future realization of the deferred tax assets, including its recent cumulative earnings experience by taxing jurisdiction, expectations of future income, tax planning strategies, the carryforward periods available for tax reporting purposes and other relevant factors. The Company's effective tax rates for the three and nine months ended September 30, 2020 were 4.1% and 30.4%, respectively, compared to 17.5% and 18.6% for the three and nine months ended September 30, 2019, respectively. The Company's 2020 effective tax rates differ from the U.S. federal statutory tax rate of 21%, primarily due to the non-deductible goodwill impairment charges related to OpenTable and KAYAK, the valuation allowance recorded against the deferred tax assets generated from the impairment of certain long-term investments and an increase in unrecognized tax benefits, partially offset by the benefit of the Netherlands Innovation Box Tax (discussed below). The Company's 2019 effective tax rates differ from the U.S. federal statutory tax rate of 21%, primarily due to the benefit of the Netherlands Innovation Box Tax, partially offset by the effect of higher international tax rates. The Company's effective tax rate for the three months ended September 30, 2020 was lower than the three months ended September 30, 2019, primarily due to certain lower non-deductible expenses, partially offset by discrete U.S. tax charges related to unrealized gains on equity securities and the non-deductible goodwill impairment charge related to OpenTable and KAYAK. The Company's effective tax rate for the nine months ended September 30, 2020 was higher than the nine months ended September 30, 2019, primarily due to the non-deductible goodwill impairment charges related to OpenTable and KAYAK, discrete U.S. tax charges related to unrealized gains on equity securities, an increase in unrecognized tax benefits and the valuation allowance recorded against the deferred tax asset generated from the impairment of certain long-term investments, partially offset by certain non-deductible expenses. During the three and nine months ended September 30, 2020 and September 30, 2019, a majority of the Company's income was reported in the Netherlands, where Booking.com is based. According to Dutch corporate income tax law, income generated from qualifying innovative activities is taxed at a rate of 7% ("Innovation Box Tax") rather than the Dutch statutory rate of 25%. A portion of Booking.com's earnings during the three and nine months ended September 30, 2020 and September 30, 2019 qualified for Innovation Box Tax treatment, which had a beneficial impact on the Company's effective tax rate for these periods. The aggregate amount of unrecognized tax benefits for all matters at September 30, 2020 and December 31, 2019 was $82 million and $56 million, respectively. The unrecognized tax benefits, if recognized, would impact the effective tax rate. As of September 30, 2020 and December 31, 2019, total gross interest and penalties accrued was $30 million and $10 million respectively. The majority of these unrecognized tax benefits are included in "Other long-term liabilities" and “Other assets, net” in the Consolidated Balance Sheets . The increase in unrecognized tax benefits is principally related to Booking.com’s French tax disputes (see Note 13).

CHANGES IN ACCUMULATED OTHER CO

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT (Notes)9 Months Ended
Sep. 30, 2020
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENTCHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT The tables below present the changes in the balances of accumulated other comprehensive loss ("AOCl") by component for the three and nine months ended September 30, 2020 and 2019 (in millions): Foreign currency translation adjustments, net of tax Net unrealized (losses) gains on available-for-sale securities, net of tax Total AOCI, net of tax Foreign currency translation Net Investment Hedges (1) Total, net of tax Before tax Tax (expense) benefit Total, net of tax Before tax Tax benefit (expense) (2) Before tax Tax (expense) benefit Three Months Ended September 30, 2020 Balance, June 30, 2020 $ (249) $ 58 $ 17 $ (10) $ (184) $ (24) $ (25) $ (49) $ (233) Other Comprehensive Income (Loss) ("OCI") before reclassifications 99 (4) (69) 16 42 (5) — (5) 37 Amounts reclassified to — — — — — — — — — OCI for the period 99 (4) (69) 16 42 (5) — (5) 37 Balance, September 30, 2020 $ (150) $ 54 $ (52) $ 6 $ (142) $ (29) $ (25) $ (54) $ (196) Nine Months Ended September 30, 2020 Balance, December 31, 2019 $ (186) $ 54 $ (2) $ (5) $ (139) $ (7) $ (45) $ (52) $ (191) OCI before reclassifications 36 — (50) 11 (3) (26) 6 (20) (23) Amounts reclassified to (3) — — — — — 4 14 18 18 OCI for the period 36 — (50) 11 (3) (22) 20 (2) (5) Balance, September 30, 2020 $ (150) $ 54 $ (52) $ 6 $ (142) $ (29) $ (25) $ (54) $ (196) Foreign currency translation adjustments, net of tax Net unrealized (losses) gains on available-for-sale securities, net of tax Total AOCI, net of tax Foreign currency translation Net Investment Hedges (1) Total, net of tax Before tax Tax (expense) benefit Total, net of tax Before tax Tax benefit (2) Before tax Tax benefit (expense) Three Months Ended September 30, 2019 Balance, June 30, 2019 $ (179) $ 56 $ (38) $ 4 $ (157) $ (7) $ (66) $ (73) $ (230) OCI before reclassifications (128) 8 111 (26) (35) (28) 7 (21) (56) Amounts reclassified to net income (3) — — — — — — 21 21 21 OCI for the period (128) 8 111 (26) (35) (28) 28 — (35) Balance, September 30, 2019 $ (307) $ 64 $ 73 $ (22) $ (192) $ (35) $ (38) $ (73) $ (265) Nine Months Ended September 30, 2019 Balance, December 31, 2018 $ (109) $ 41 $ (73) $ 12 $ (129) $ (157) $ (30) $ (187) $ (316) OCI before reclassifications (198) 23 146 (34) (63) 133 (30) 103 40 Amounts reclassified to net income (3) — — — — — (11) 22 11 11 OCI for the period (198) 23 146 (34) (63) 122 (8) 114 51 Balance, September 30, 2019 $ (307) $ 64 $ 73 $ (22) $ (192) $ (35) $ (38) $ (73) $ (265) (1) Net investment hedges balance, net of tax, at September 30, 2020 and earlier dates presented above, include accumulated net losses from fair value adjustments of $35 million after tax ($53 million before tax) associated with previously settled derivatives that were designated as net investment hedges. The remaining balances relate to foreign currency transaction gains (losses) and related tax benefits (expenses) associated with the Company's Euro-denominated debt that is designated as a hedge against the impact of currency fluctuations on the net assets of a Euro functional currency subsidiary (see Note 9). (2) The tax benefits relate to foreign currency translation adjustments to the Company's one-time deemed repatriation tax liability recorded at December 31, 2017 and foreign earnings for periods after December 31, 2017 that are subject to U.S. federal and state income tax, resulting from the enactment of the U.S. Tax Cuts and Jobs Act (the "Tax Act"). (3) The reclassified net realized (losses) gains before tax from sales of investments in debt securities and impairment losses before tax related to debt securities are included in "Foreign currency transactions and other" and the related reclassified tax benefits (expenses) are included in "Income tax expense" in the Unaudited Consolidated Statements of Operations. The cost of marketable debt securities sold is determined using a first-in and first-out method. For the nine months ended September 30, 2020, the reclassified tax expenses include a tax expense of $15 million related to the maturity in May 2020 of the Company's investment of $250 million in Trip.com Group convertible notes (see Note 5). For the three and nine months ended September 30, 2019, the reclassified tax expenses include a tax expense of $21 million related to the maturity in August 2019 of the Company's investment of $500 million in Trip.com Group convertible notes.

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Notes)9 Months Ended
Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIESCOMMITMENTS AND CONTINGENCIES Competition and Consumer Protection Reviews At times, online platforms, including online travel platforms, have been the subject of investigations or inquiries by various national competition authorities ("NCAs") or other governmental authorities regarding competition law matters, consumer protection issues or other areas of concern. The Company is or has been involved in many such investigations. For example, the Company has been and continues to be involved in investigations related to whether Booking.com's contractual parity arrangements with accommodation providers, sometimes also referred to as "most favored nation" or "MFN" provisions, are anti-competitive because they require accommodation providers to provide Booking.com with room rates, conditions or availability that are at least as favorable as those offered to other online travel companies ("OTCs") or through the accommodation provider's website. To resolve and close certain of the investigations, the Company has from time to time made commitments to the investigating authorities regarding future business practices or activities. For example, Booking.com has made commitments to several NCAs, including agreeing to narrow the scope of its parity clauses, in order to resolve parity- related investigations. These investigations can also result in fines and the Company recorded a liability of $12 million duri ng the three months ended September 30, 2020 for potential fines associated with its contractual parity arrangements. In addition, in September 2017, the Swiss Price Surveillance Office opened an investigation into the level of commissions of Booking.com in Switzerland and the investigation is ongoing. If there is an adverse outcome and Booking.com is unsuccessful in any appeal, Booking.com could be required to reduce its commissions in Switzerland. Some authorities are reviewing the online hotel booking sector more generally through market inquiries and the Company cannot predict the outcome of such inquiries or any resulting impact on its business, results of operations, cash flows or financial condition. NCAs or other governmental authorities are continuing to review the activities of online platforms, including through the use of consumer protection powers. For example, the United Kingdom's NCA (the Competition and Markets Authority, or CMA) conducted a consumer protection law investigation into the clarity, accuracy and presentation of information on hotel booking sites. In connection with this investigation, in 2019 Booking.com, agoda and KAYAK, along with a number of other OTCs, voluntarily agreed to certain commitments with the CMA in resolution of this investigation without finding an infringement or an admission of wrongdoing by the OTCs involved. Among other things, the commitments provided to the CMA included showing prices inclusive of all mandatory taxes and charges, providing information about the effect of money earned on search result rankings on or before the search results page and making certain adjustments to how discounts and statements concerning popularity or availability are shown to consumers. The CMA has stated that it expects all participants in the online travel market to adhere to the same standards, regardless of whether they formally signed the commitments. As a result of additional inquiries from other NCAs in the European Union, Booking.com has made similar commitments with the Consumer Protection Cooperation Network that became applicable in the European Union in June 2020. In the future, it is possible other jurisdictions could engage Booking.com in discussions to implement similar changes to its business in those countries. The Company is unable to predict what, if any, effect these commitments and any future similar commitments will have on its business, industry practices or online commerce more generally. To the extent that any other investigations or inquiries result in additional commitments, fines, damages or other remedies, the Company's business, financial condition and results of operations could be harmed. The Company is involved in multiple litigations in Israel claiming that it has violated Israeli consumer protection and competition laws. For example, one such lawsuit alleges that the Company violated Israeli consumer protection laws by failing to properly display Israeli local taxes in the total prices shown to Israeli residents on its platform. Another lawsuit claims that the Company's parity contractual terms with partners violate Israeli competition laws because they are anti-competitive. A third lawsuit claims Israeli consumer protection laws prohibit the Company from facilitating non-refundable bookings to Israeli residents. Each of the plaintiffs in these matters is requesting certification of a class and the Company is defending against class certification. If the court were to grant class certification for any of these matters and if the plaintiffs were successful on the merits of the claims, the Company could be required to pay damages. However, it is not reasonably possible to estimate the amount of such damages because the likelihood of class certification and the success of the merits of these cases are both too speculative at this stage in the litigation and also because a reasonable assessment of the size of any potential class is not possible at this time. Although Booking.com has not been sued, a German hotel association has threatened Booking.com with a class action lawsuit on behalf of a group of German hotels that alleges that the hotels overpaid commissions to Booking.com because of wide parity terms in the contracts between the hotels and Booking.com between 2006 and 2015. Booking.com recently initiated court proceedings in the Netherlands to declare that the Netherlands is the proper forum for this matter. If the hotel association follows through and files the lawsuit, the class were to be certified and there were to be an adverse outcome, the Company could be required to pay damages. Although the Company believes the claim to be without merit and intends to defend against the claim, if the hotel association were successful in any litigation and the Company were required to pay damages, the amount could be significant. The Company cannot reasonably estimate an amount of potential loss because there are several unknown variables at this early stage, including that the plaintiff has not yet filed a lawsuit. The Company is unable to predict how any current or future investigations or litigation may be resolved or the long-term impact of any such resolution on its business. For example, competition and consumer-law-related investigations, legislation or issues have and could in the future result in private litigation. More immediate results could include, among other things, the imposition of fines, commitments to change certain business practices or reputational damage, any of which could harm the Company's business, results of operations, brands or competitive position. Tax Matters French tax authorities conducted audits of Booking.com for the years 2003 through 2012 and years 2013 through 2015 and currently are conducting an audit for the years 2016 through 2018. In December 2015, the French tax authorities issued Booking.com assessments for unpaid income and value added taxes related to tax years 2006 through 2012 for approximately 356 million Euros, the majority of which represents penalties and interest. The assessments assert that Booking.com had a permanent establishment in France. In December 2019, the French tax authorities issued an additional assessment of 70 million Euros ($82 million), including interest and penalties, for the 2013 year asserting that Booking.com had taxable income attributable to a permanent establishment in France. The French tax authorities also have issued assessments totaling 39 million Euros ($46 million), including interest and penalties, for certain tax years between 2011 and 2015 on Booking.com's French subsidiary asserting that the subsidiary did not receive sufficient compensation for the services it rendered to Booking.com in the Netherlands. As a result of a formal demand from the French tax authorities for payment of the amounts assessed against Booking.com for the years 2006 through 2012, in January 2019, the Company paid the assessments of approximately 356 million Euros ($403 million) in order to preserve its right to contest those assessments in court. The payment, which is included in "Other assets, net" in the Consolidated Balance Sheets at September 30, 2020 and December 31, 2019, does not constitute an admission that the Company owes the taxes and will be refunded (with interest) to the Company to the extent the Company prevails. In December 2019 and October 2020, the Company initiated court proceedings with respect to certain of the assessments. Although the Company believes that Booking.com has been, and continues to be, in compliance with French tax law, and the Company is contesting the assessments, during the three months ended September 30, 2020, the Company contacted the French tax authorities regarding the potential to achieve resolution of the matter through a settlement. After assessing several potential outcomes and potential settlement amounts and terms, an unrecognized tax benefit in the amount of 50 million Euros ($59 million) has been recorded during the three months ended September 30, 2020, of which the majority has been included as a partial reduction to the tax payment recorded in “Other Assets, net” in the Consolidated Balance Sheets at September 30, 2020. Additional assessments could result when the French tax authorities complete the outstanding audits. Italian authorities are reviewing Booking.com's activities for the years 2011 through 2016. They are reviewing whether Booking.com has a permanent establishment in Italy and Booking.com's transfer pricing policies in Italy. The Company is cooperating with the investigation but intends to contest any allegation that Booking.com has a permanent establishment in Italy or that its transfer pricing policies are inappropriate. In December 2018 and 2019, the Italian tax authorities issued assessments on Booking.com's Italian subsidiary for approximately 48 million Euros ($56 million) for the 2013 tax year and 58 million Euros ($68 million) for the 2014 tax year, respectively, asserting that its transfer pricing policies were inadequate. The Company believes that Booking.com has been, and continues to be, in compliance with Italian tax law. The Company paid 10 million Euros ($11 million) in December 2019 as a partial prepayment of the 2013 assessment to avoid any collection enforcement from the Italian tax authorities pending the appeal phase of this case. The payment, which is included in "Other assets, net" in the Consolidated Balance Sheets at September 30, 2020 and December 31, 2019, does not constitute an admission that the Company owes the taxes and will be refunded (with interest) to the Company to the extent the Company prevails. In September 2020, the Italian tax authorities approved the opening of a Mutual Agreement Procedure (“MAP”) between Italy and the Netherlands for the 2013 tax year and the Company expects to request that the 2014 tax year be added to the MAP. Based on the possibility of the 2013 and 2014 Italian assessments being settled through the MAP process, and, after considering potential resolution amounts, a net unrecognized tax benefit amount of 4 million Euros ($5 million) has been recorded during the three months ended September 30, 2020, of which the majority has been included as a partial reduction to the tax payment recorded in "Other Assets, net," in the Consolidated Balance Sheet at September 30, 2020. It is unclear what further actions, if any, the Italian authorities will take. Such actions could include closing the investigation, assessing Booking.com additional taxes, and/or imposing interest, fines and penalties. In addition, Turkish tax authorities have asserted that Booking.com has a permanent establishment in Turkey and have issued tax assessments for the years 2012 through 2018 for approximately 754 million Turkish Lira ($98 million), which includes interest and penalties through September 30, 2020. The Company believes that Booking.com has been, and continues to be, in compliance with Turkish tax law, and the Company is contesting these assessments. The Company has not recorded a liability in connection with these assessments. As a result of an internal review of tax policies and positions at one of the Company's smaller subsidiaries, the Company identified two issues related to the application of certain non-income-based tax laws to that subsidiary's business in 2018. At September 30, 2020 and December 31, 2019, the Company had $62 million and $67 million, respectively, accrued related to these travel transaction taxes based on the Company's estimate of the probable travel transaction tax owed for the prior periods, including interest and penalties, as applicable. The related expenses are included in "General and administrative" expense in the Unaudited Consolidated Statements of Operations. The Company currently estimates that the reasonably possible loss related to these matters in excess of the amount accrued is approximately $25 million. The Company's internal review is ongoing, and, to the extent the Company determines that the probable taxes owed related to these matters e xceed what has already been accrued or new issues are identified during this review, the Company may need to accrue additional amounts, which could adversely affect the Company’s business, results of operations, financial condition and cash flows. From time to time, the Company is involved in other tax-related audits, investigations or proceedings, which could relate to income taxes, value-added taxes, sales taxes, employment taxes, etc. For example, the Company is subject to legal proceedings in the United States related to travel transaction taxes (e.g., hotel occupancy taxes, sales taxes, etc.). Any taxes or other assessments in excess of the Company's current tax provisions, whether in connection with the foregoing or otherwise (including the resolution of any tax proceedings), could have a materially adverse impact on the Company's results of operations, cash flows and financial condition. Other Matters Beginning in 2014, Booking.com received several letters from the Netherlands Pension Fund for the Travel Industry (Reiswerk) (“BPF”) claiming that Booking.com is required to participate in the mandatory pension scheme of the BPF with retroactive effect to 1999, which has a higher contribution rate than the pension scheme in which Booking.com is currently participating. BPF instituted legal proceedings against Booking.com and in 2016 the District Court of Amsterdam rejected all of BPF’s claims. BPF appealed the decision to the Court of Appeal, and, in May 2019, the Court of Appeal also rejected all of BPF’s claims, in each case by ruling that Booking.com does not meet the definition of a travel intermediary for purposes of the mandatory pension scheme. BPF has appealed to the Netherlands Supreme Court. In October 2020, the Dutch Advocate General issued an opinion to the Supreme Court stating that the Dutch Advocate General believes the decision of the Court of Appeal to be incorrect based on her interpretation of the pension scheme requirements. The Company has submitted to the Supreme Court a response to the Advocate General's opinion. While the Company continues to believe that it is in compliance with its pension obligations and that the Dutch Supreme Court should uphold the ruling of the Court of Appeal, based on the significant influence the Dutch Advocate General’s opinion typically has on the Supreme Court, the Company has reevaluated the probability of a loss and believes it is probable that it has incurred a loss related to this matter. The Company expects the Dutch Supreme Court to rule in the first quarter of 2021. In the event the Supreme Court overturns the decision of the Court of Appeal and remands the case to a lower court, the Company intends to pursue a number of defenses in any subsequent proceedings and may ultimately prevail in whole or in part. The Company is not able to reasonably estimate a loss or a range of loss because the litigation is ongoing and there are significant factual and legal questions yet to be determined. As a result, as of September 30, 2020, the Company has not recorded a liability in connection with a potential adverse outcome to this litigation. However, if Booking.com were to ultimately lose and all of BPF’s claims were to be accepted (including retroactivity to 1999), the Company estimates that as of September 30, 2020, the maximum loss, not including any potential interest or penalties, would be approximately $265 million. Such estimated potential loss increases as Booking.com continues not to contribute to the BPF and depends on Booking.com's applicable employee compensation after September 30, 2020. The Company accrues for certain legal contingencies where it is probable that a loss has been incurred and the amount can be reasonably estimated. Such accrued amounts are not material to the Company's balance sheets and provisions recorded have not been material to the Company's results of operations or cash flows. From time to time, the Company has been, and expects to continue to be, subject to legal proceedings and claims in the ordinary course of business, including claims of alleged infringement of third-party intellectual property rights. Such claims, even if not meritorious, could result in the expenditure of significant financial and managerial resources, divert management's attention from the Company's business objectives and adversely affect the Company's business, results of operations, financial condition and cash flows. Building Construction In September 2016, the Company signed a turnkey agreement to construct an office building for Booking.com’s future headquarters in the Netherlands. Upon signing this agreement, the Company paid 43 million Euros ($48 million) for the acquired land-use rights, which was included in "Operating lease assets" in the Consolidated Balance Sheets. In addition, since signing the turnkey agreement the Company has made several progress payments principally related to the construction of the building, which are included in "Property and equipment, net" in the Consolidated Balance Sheets. As of September 30, 2020, the Company has paid 195 million Euros ($224 million) and had a remaining obligation of 66 million Euros ($78 million) at September 30, 2020, related to the turnkey agreement. The Company's contractual obligation was reduced by 9 million Euros ($10 million) during the three months ended June 30, 2020. The remaining obligation will be paid through mid-2022, when the Company anticipates construction will be complete. In addition to the turnkey agreement, the Company has a remaining obligation at September 30, 2020 to pay 70 million Euros ($82 million) over the remaining initial term of the acquired land lease, which expires in 2065. The Company has made and will continue to make additional capital expenditures to fit out and furnish the office space. At September 30, 2020, the Company had 30 million Euros ($35 million) of outstanding commitments to vendors to fit out and furnish the office space.

OTHER (Notes)

OTHER (Notes)9 Months Ended
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
OTHEROTHER Restricted Cash and Cash Equivalents Restricted cash and cash equivalents at September 30, 2020 and December 31, 2019 principally relates to the minimum cash requirement for the Company's travel-related insurance business. The following table reconciles cash and cash equivalents and restricted cash and cash equivalents reported in the Consolidated Balance Sheets to the total amounts shown in the Unaudited Consolidated Statements of Cash Flows (in millions): September 30, December 31, (Unaudited) As included in the Consolidated Balance Sheets: Cash and cash equivalents $ 11,197 $ 6,312 Restricted cash and cash equivalents included in "Prepaid expenses and other current assets, net" 20 20 Total cash and cash equivalents and restricted cash and cash equivalents as shown in the Unaudited Consolidated Statements of Cash Flows $ 11,217 $ 6,332 Income Taxes Prepayment and Refund In the first quarter of 2020, the Company made a prepayment of the Netherlands income taxes of 660 million Euros ($717 million) to earn prepayment discounts. The Company requested a refund of this amount from the Dutch tax authorities and it was received in April 2020. Restructuring and other Exit Costs In response to the reduction in the Company's business volumes as a result of the impact of the COVID-19 pandemic (see Note 1), during the nine months ended September 30, 2020, the Company has taken actions at all its brands to reduce the size of its workforce to optimize efficiency and reduce costs. In August 2020, the Company announced its intention to reduce Booking.com's (including Rentalcars.com) global workforce. In September 2020, the Company commenced some of the intended restructuring actions to reduce Booking.com's workforce in over 40 countries. In October 2020, Booking.com commenced voluntary leaver schemes in the Netherlands, the United Kingdom and Spain and a reduction in force in certain other countries. Reductions in force in certain countries (including the Netherlands and the United Kingdom), where Booking.com continues to be engaged in the process of consulting with its employees, works councils, employee representatives and other relevant organizations, have not yet been completed. The Company is targeting to complete the vast majority of announcements to affected employees by the end of 2020. During the three and nine months ended September 30, 2020, the Company recorded expenses of $41 million and $75 million, respectively, for the restructuring actions initiated at Booking.com and the other brands, which are included in “Restructuring and other exit costs” in the Unaudited Consolidated Statements of Operations. These expenses are primarily cash-based and consist of employee severance and other one-time termination benefits, and other costs. Noncash expenses recorded during the three and nine months ended September 30, 2020 were $1 million and $3 million, respectively. The Company made cash payments of $50 million during the nine months ended September 30, 2020. At September 30, 2020, restructuring liabilities of $22 million are included in "Accrued expenses and other current liabilities" in the Consolidated Balance Sheet. As of September 30, 2020, the Company has recorded employee severance and other one-time termination costs that meet the requirements for recognition in accordance with the relevant guidance of Accounting Standards Codification ("ASC") 420, Exit or Disposal Cost Obligations or ASC 712, Compensation - Nonretirement Postemployment Benefits , as applicable. In addition to the restructuring expenses recorded during the nine months ended September 30, 2020 and included in “Restructuring and other exit costs” in the Unaudited Consolidated Statements of Operations, the Company estimates that it will record approximately $100 million of additional restructuring expenses, in the aggregate, during the three months ending December 31, 2020 and in early 2021. The estimates are subject to finalization of the Company’s plans following consultation with employees, works councils, including the Dutch works council, employee representatives and other relevant organizations and the outcome of the voluntary leaver schemes launched by the Company. This estimate may change as the Company finalizes its cost reduction plans. The Company’s evaluation of various alternative courses of action related to leased facilities impacted by the reduction in workforce and other contract terminations and modifications is still in progress and the Company may incur additional costs resulting from such actions. Government Grants and other Assistance Certain governments have passed or are considering modifying legislation to help businesses during the COVID-19 pandemic through loans, wage subsidies, tax relief or other financial aid, and some of these governments have extended or are considering extending these programs. The Company has participated in several of these programs, including the Netherlands' wage subsidy program and the United Kingdom's job retention scheme. In addition, in certain countries, such as Singapore and China, the Company is also participating in programs where the government assistance is in the form of wage subsidies and reductions in wage-related employer taxes paid by the Company. During the three and nine months ended September 30, 2020, the Company recognized government grants and other assistance benefits of $22 million and $122 million, respectively. The government grants and other assistance is recorded as a reduction of "Personnel" expense in the Unaudited Consolidated Statements of Operations. At September 30, 2020, the Company has received $95 million and recorded a receivable of $27 million, which is included in “Prepaid expenses and other current assets, net” in the Consolidated Balance Sheet, for payments expected to be received for the programs where it has met the qualifying requirements and it is probable that payment will be received. The majority of this receivable is expected to be received in 2021. In addition, certain governments have extended support for the travel and tourism industry through special programs whereby discounts are extended to travelers through travel service providers or through travel agents for reservations facilitated by them. The Company is participating in Japan's Go To Travel program and Thailand's We Travel Together program.

BASIS OF PRESENTATION (Policies

BASIS OF PRESENTATION (Policies)9 Months Ended
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of PresentationManagement of Booking Holdings Inc. (the "Company") is responsible for the Unaudited Consolidated Financial Statements included in this document. The Unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operating results. The Company prepared the Unaudited Consolidated Financial Statements following the requirements of the Securities and Exchange Commission for interim reporting. As permitted under those rules, the Company condensed or omitted certain footnotes or other financial information that are normally required by U.S. GAAP for annual financial statements. These statements should be read in combination with the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2019. The Unaudited Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The functional currency of the Company's subsidiaries is generally the respective local currency. For international operations, assets and liabilities are translated into U.S. Dollars at the rate of exchange existing at the balance sheet date. Income statement amounts are translated at monthly average exchange rates applicable for the period. Translation gains and losses are included as a component of "Accumulated other comprehensive loss" in the accompanying Consolidated Balance Sheets. Foreign currency transaction gains and losses are included in "Foreign currency transactions and other" in the Unaudited Consolidated Statements of Operations. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be the same as those for any subsequent quarter or the full year, especially during the periods that are impacted by the COVID-19 pandemic.
Change in Presentation and ReclassificationChange in Presentation and Reclassification In the year ended December 31, 2019 and prior periods, the Company's marketing expenses were presented in the Consolidated Statements of Operations as "Performance marketing" and "Brand marketing" expenses. In the first quarter of 2020, the Company changed the presentation of marketing expenses by combining "Performance marketing" and "Brand marketing" into "Marketing expenses" in the Unaudited Consolidated Statement of Operations because of the increased convergence of performance marketing and brand marketing channels in areas including digital marketing and the Company's view of overall marketing expenditure as its investment in customer acquisition and retention. The change in presentation had no impact on operating income or net income. The Unaudited Consolidated Statements of Operations for the three and nine months ended September 30, 2019 has been recast to conform to the current year presentation. In addition to the change in presentation for marketing expenses, certain amounts from prior periods have been reclassified to conform to the current period presentation.
Recent Accounting Pronouncements AdoptedRecent Accounting Pronouncements Adopted Simplifying the Test for Goodwill Impairment In January 2017, the Financial Accounting Standards Board ("FASB") issued a new accounting update to simplify the test for goodwill impairment. The revised guidance eliminates the previously required step two of the goodwill impairment test, which required a hypothetical purchase price allocation to measure goodwill impairment. Under the revised guidance, a goodwill impairment loss will be measured at the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill. The Company adopted this update in the first quarter of 2020 and applied it on a prospective basis (see Note 8 for additional information on the goodwill impairment tests performed at March 31, 2020 and September 30, 2020). Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued a new accounting update on the measurement of credit losses for certain financial assets measured at amortized cost and available-for-sale debt securities. For financial assets measured at amortized cost, this update requires an entity to (1) estimate its lifetime expected credit losses upon recognition of the financial assets and establish an allowance to present the net amount expected to be collected, (2) recognize this allowance and changes in the allowance during subsequent periods through net income and (3) consider relevant information about past events, current conditions and reasonable and supportable forecasts in assessing the lifetime expected credit losses. For available-for-sale debt securities, this update made several targeted amendments to the existing other-than-temporary impairment model, including (1) requiring disclosure of the allowance for expected credit losses, (2) allowing reversals of the previously recognized credit losses until the entity has the intent to sell, is more-likely-than-not required to sell the securities or the maturity of the securities, (3) limiting impairment to the difference between the amortized cost basis and fair value and (4) not allowing entities to consider the length of time that fair value has been less than amortized cost as a factor in evaluating whether a credit loss exists. The Company adopted this update in the first quarter of 2020 and applied this update on a modified retrospective basis. Upon adoption of the new standard on January 1, 2020, the Company recorded a net decrease to its retained earnings of $3 million, net of tax. See Note 7 for additional information related to allowance for expected credit losses on accounts receivable and other financial assets and Note 5 for additional information related to investments in available-for-sale debt securities.
Other Recent Accounting Pronouncement(s)Other Recent Accounting Pronouncements Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In August 2020, the FASB issued a new accounting update relating to convertible instruments and contracts in an entity’s own equity. For convertible instruments, the accounting update reduces the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current U.S. GAAP. The accounting update amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. The accounting update also simplifies the diluted earnings per share calculation in certain areas. For public business entities, the update is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Entities are allowed to apply this update on either a full or modified retrospective basis. The Company is currently evaluating the impact to its Consolidated Financial Statements of adopting this update. Simplifying the Accounting for Income Taxes In December 2019, the FASB issued a new accounting update relating to income taxes. This update provides an exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. This update also (1) requires an entity to recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, (2) requires an entity to evaluate when a step-up in the tax basis of goodwill should be considered part of the business combination in which goodwill was originally recognized for accounting purposes and when it should be considered a separate transaction, and (3) requires that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date.
Share-based Payment ArrangementStock-based compensation expense related to performance share units, restricted stock units and stock options is recognized based on fair value on a straight-line basis over the respective requisite service periods and forfeitures are accounted for when they occur. The fair value on the grant date of performance share units and restricted stock units is determined based on the number of units granted and the quoted price of the Company's common stock. For performance share units with market conditions, the effect of the market condition is also considered in the determination of fair value on the grant date using Monte Carlo simulations. The fair value of employee stock options is determined using the Black-Scholes model. Performance share units and restricted stock units are payable in shares of the Company's common stock upon vesting. The Company issues shares of its common stock upon the exercise of stock options. The Company records stock-based compensation expense for performance-based awards using its estimate of the probable outcome at the end of the performance period (i.e., the estimated performance against the performance targets or performance goals, as applicable). The Company periodically adjusts the cumulative stock-based compensation expense recorded when the probable outcome for these performance-based awards is updated based upon changes in actual and forecasted operating results or expected achievement of performance goals, as applicable.
Earnings Per ShareThe Company computes basic ne t income per share by dividing net income applicabl e to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net income per share is based upon the weighted-average number of common and common equivalent shares outstanding during the period. Common equivalent shares related to stock options, restricted stock units and performance share units are calculated using the treasury stock method. Performance share units are included in the weighted-average common equivalent shares based on the number of shares that would be issued if the end of the reporting period were the end of the performance period, if the result would be dilutive.
InvestmentThe Company assesses the classification of its investments in the Consolidated Balance Sheets as short-term or long-term at the individual security level. Classification as short-term or long-term is based upon the maturities of the securities, as applicable, and the Company's expectations regarding the timing of sales and redemptions. Investments of a strategic nature that have been made for the purpose of affiliation or potential business advantage or in connection with a commercial relationship are included in "Long-term investments" in the Consolidated Balance Sheets, except in situations where the Company expects the investment to be realized in cash, redeemed or sold within one year. The Company has classified its investments in debt securities as available-for-sale securities. Preferred stock that is either mandatorily redeemable or redeemable at the option of the investor is also considered a debt security for accounting purposes. Available-for-sale debt securities are reported at estimated fair value (see Note 6) with the aggregate unrealized gains and losses, net of tax, reflected in "Accumulated other comprehensive loss" in the Consolidated Balance Sheets. If the amortized cost basis of an available-for-sale security exceeds its fair value and if the Company has the intention to sell the security or it is more likely than not that the Company will be required to sell the security before recovery of the amortized cost basis, an impairment is recognized in the Unaudited Consolidated Statements of Operations. If the Company does not have the intention to sell the security and it is not more likely than not that the Company will be required to sell the security before recovery of the amortized cost basis and the Company determines that the decline in fair value below the amortized cost basis of an available-for-sale security is entirely or partially due to credit-related factors, the credit loss is measured and recognized as an allowance for expected credit losses along with the related expense in the Unaudited Consolidated Statements of Operations. The allowance is measured as the amount by which the debt security’s amortized cost basis exceeds the Company’s best estimate of the present value of cash flows expected to be collected. The fair values of these investments are based on the specific quoted market price of the securities or comparable securities at the balance sheet dates. Unobservable inputs are also used when little or no market data is available. See Note 6 for information related to fair value measurements. Investments in equity securities include marketable equity securities and equity investments without readily determinable fair values. Marketable equity securities are reported at estimated fair value with changes in fair value recognized in "Net gains (losses) on marketable equity securities" in the Unaudited Consolidated Statements of Operations. The Company also holds investments in equity securities of private companies, over which the Company does not have the ability to exercise significant influence or control. The Company has elected to measure these investments at cost less impairment, if any, plus or
Fair Value MeasurementInvestments See Note 5 for additional information related to the Company's investments. The valuation of investments in corporate debt securities, U.S. and international government securities and Trip.com Group convertible debt securities are considered "Level 2" valuations because the Company has access to quoted prices, but does not have visibility into the volume and frequency of trading for these investments. A market approach is used for recurring fair value measurements and the valuation techniques use inputs that are observable, or can be corroborated by observable data, in an active marketplace. Investments in private companies measured using Level 3 inputs The Company’s investments measured using Level 3 inputs primarily consist of preferred stock investments in privately-held companies that are classified as either debt securities or equity securities without readily determinable fair values. Fair values of privately held securities are estimated using a variety of valuation methodologies, including both market and income approaches. The Company has used valuation techniques appropriate for the type of investment and the information
Allowance for Credit LossesFor periods prior to January 1, 2020, receivables from customers were recorded at the original invoiced amounts net of an allowance for doubtful accounts. On January 1, 2020, the Company adopted the accounting standards update on the measurement of expected credit losses, which requires the Company to estimate lifetime expected credit losses upon recognition of the financial assets. The Company adopted the accounting standards update using a modified retrospective approach and the adoption did not have a material impact to the Company's Unaudited Consolidated Financial Statements. The Company has identified the following risk characteristics of its customers and the related receivables and prepayments: size, type (alternative accommodations vs. hotels) or geographic location of the customer, or a combination of these characteristics. Receivables with similar risk characteristics have been grouped into pools. For each pool, the Company considers the historical credit loss experience, current economic conditions, supportable forecasts of future economic conditions, and any recoveries in assessing the lifetime expected credit losses. Other key factors that influence the expected credit loss analysis include customer demographics, payment terms offered in the normal course of business to customers, the nature of competition, and industry-specific factors that could impact the Company's receivables. Additionally, external data and macroeconomic factors are considered. This is assessed at each quarter based on the Company’s specific facts and circumstances.
GoodwillThe Company tests goodwill for impairment annually and whenever an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company tests goodwill at a reporting unit level.  The Company’s annual goodwill impairment tests are performed as of September 30.
Long-Lived AssetsThe Company reviews long-lived assets, including intangible assets and operating lease assets, whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.  The assessment of possible impairment is based upon the ability to recover the carrying value of the assets from the estimated undiscounted future net cash flows, before interest and taxes, of the related asset group.
Income TaxIncome tax expense consists of U.S. and international income taxes, determined using an estimate of the Company's annual effective tax rate, which is based upon the applicable tax rates and tax laws of the countries in which the income is generated. A deferred tax liability is recognized for all taxable temporary differences, and a deferred tax asset is recognized for all deductible temporary differences and operating loss and tax credit carryforwards. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company considers many factors when assessing the likelihood of future realization of the deferred tax assets, including its recent cumulative earnings experience by taxing jurisdiction, expectations of future income, tax planning strategies, the carryforward periods available for tax reporting purposes and other relevant factors.

REVENUE (Tables)

REVENUE (Tables)9 Months Ended
Sep. 30, 2020
Revenue from Contract with Customer [Abstract]
Geographic InformationThe Company's geographic information is as follows (in millions): International United States The Netherlands Other Total Total revenues for the three months ended September 30, 2020 $ 214 $ 2,231 $ 195 $ 2,640 2019 (1) 404 4,107 529 5,040 Total revenues for the nine months ended September 30, 2020 $ 604 $ 4,352 $ 602 $ 5,558 2019 (1) 1,170 9,176 1,381 11,727 (1) Geographic information for the three and nine months ended September 30, 2019 has been recast to conform to the current period presentation.
Activity of Deferred Revenue for Online Travel Reservation ServicesThe following table summarizes the activity of deferred revenue for online travel reservation services for the nine months ended September 30, 2020 (in millions): Balance, December 31, 2019 $ 220 Revenues recognized from the beginning deferred revenue balance (153) Cancellations and amendments (65) Payments received from travelers, net of amounts estimated to be payable to travel service providers, and other 73 Balance, September 30, 2020 $ 75

STOCK-BASED EMPLOYEE COMPENSA_2

STOCK-BASED EMPLOYEE COMPENSATION (Tables)9 Months Ended
Sep. 30, 2020
Share-based Payment Arrangement [Abstract]
Activity of Unvested Restricted Stock UnitsThe following table summarizes the activity of restricted stock units for employees and non-employee directors during the nine months ended September 30, 2020: Restricted Stock Units Shares Weighted-average Grant-date Fair Value Per Share Unvested at December 31, 2019 256,745 $ 1,801 Granted 216,229 $ 1,646 Vested (123,872) $ 1,820 Forfeited (28,043) $ 1,766 Unvested at September 30, 2020 321,059 $ 1,692
Activity of Unvested Performance Share UnitsThe following table summarizes the activity of performance share units for employees during the nine months ended September 30, 2020: Performance Share Units Shares Weighted-average Grant-date Fair Value Per Share Unvested at December 31, 2019 216,083 $ 1,835 Granted 5,540 $ 2,373 Vested (81,839) $ 1,741 Performance Shares Adjustment * (50,209) $ 1,944 Forfeited (4,896) $ 1,834 Unvested at September 30, 2020 84,679 $ 1,893 * Probable outcome for these performance-based awards is updated based upon changes in actual and forecasted operating results or expected achievement of performance goals, as applicable, and the impact of modifications.
Estimated Vesting of Performance Share Units GrantedThe following table summarizes the estimated vesting, as of September 30, 2020, of performance share units granted in 2020, 2019 and 2018, net of forfeiture and vesting since the respective grant dates: Performance Share Units, by grant year 2020 2019 2018 Shares probable to be issued 5,540 43,625 35,514 Shares not subject to the achievement of minimum performance thresholds — 43,625 35,514 Shares that could be issued if maximum performance thresholds are met 11,080 114,086 62,547
Stock Option Valuation AssumptionsThe following table summarizes the assumptions used to value option grants granted during the nine months ended September 30, 2020 using the Black-Scholes options pricing model: Black-Scholes assumptions Risk-free interest rate 0.56 % Expected term in years 6.4 Expected stock price volatility 33.8 % Expected dividend yield 0 %
Share-based Payment Arrangement Option ActivityThe following table summarizes the activity for stock options during the nine months ended September 30, 2020: Employee Stock Options Number of Shares Weighted-average Aggregate Weighted-average Remaining Contractual Term Balance, December 31, 2019 15,122 $ 484 $ 24 2.6 Granted 163,494 $ 1,411 Exercised (13,093) $ 465 Forfeited (2,555) $ 1,410 Balance, September 30, 2020 162,968 $ 1,401 $ 50 9.5 Exercisable at September 30, 2020 2,078 $ 638 $ 2 2.4

NET INCOME PER SHARE (Tables)

NET INCOME PER SHARE (Tables)9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]
Reconciliation of the Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per ShareA reconciliation of the weighted-average number of shares outstanding used in calculating diluted net income per share is as follows (in thousands): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Weighted-average number of basic common shares outstanding 40,935 42,389 40,983 43,540 Weighted-average dilutive stock options, restricted stock units and performance share units 146 198 142 191 Assumed conversion of convertible senior notes — 244 17 216 Weighted-average number of diluted common and common equivalent shares outstanding 41,081 42,831 41,142 43,947

INVESTMENTS (Tables)

INVESTMENTS (Tables)9 Months Ended
Sep. 30, 2020
Investments, Debt and Equity Securities [Abstract]
Investments by Major Security TypeThe following table summarizes, by major security type, the Company's investments at September 30, 2020 (in millions): Cost Gross Gross Carrying Value Long-term investments: Investments in private companies: Debt securities $ 250 $ — $ — $ 250 Equity securities 501 3 (100) 404 Other long-term investments: Debt securities: Trip.com Group convertible debt securities 525 — (32) 493 Equity securities 461 2,064 — 2,525 Total $ 1,737 $ 2,067 $ (132) $ 3,672 The following table summarizes, by major security type, the Company's investments at December 31, 2019 (in millions): Cost Gross Gross Unrealized Losses/Downward Adjustments Carrying Value Short-term investments: Debt securities: International government securities $ 109 $ — $ — $ 109 U.S. government securities 138 — — 138 Corporate debt securities 751 1 (1) 751 Total $ 998 $ 1 $ (1) $ 998 Long-term investments: Investments in private companies: Debt securities $ 250 $ — $ — $ 250 Equity securities 501 — — 501 Other long-term investments: Debt securities: International government securities 68 — — 68 U.S. government securities 136 — (1) 135 Corporate debt securities 963 2 (2) 963 Trip.com Group convertible debt securities 775 — (8) 767 Equity securities 1,117 684 (8) 1,793 Total $ 3,810 $ 686 $ (19) $ 4,477

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)9 Months Ended
Sep. 30, 2020
Fair Value Disclosures [Abstract]
Financial Assets and Liabilities Carried at Fair ValueFinancial assets and liabilities carried at fair value at September 30, 2020 are classified in the categories described in the table below (in millions): Level 1 Level 2 Level 3 Total Recurring fair value measurements ASSETS: Cash equivalents and restricted cash equivalents: Money market fund investments $ 10,874 $ — $ — $ 10,874 Time deposits and certificates of deposit 19 — — 19 Long-term investments: Investments in private companies: Debt securities — — 250 250 Other long-term investments: Trip.com Group convertible debt securities — 493 — 493 Equity securities 2,525 — — 2,525 Derivatives: Foreign currency exchange derivatives — 10 — 10 Total assets at fair value $ 13,418 $ 503 $ 250 $ 14,171 LIABILITIES: Foreign currency exchange derivatives $ — $ 13 $ — $ 13 Nonrecurring fair value measurements Investments in equity securities of private companies (1) $ — $ — $ 404 $ 404 Goodwill of the OpenTable and KAYAK reporting unit (2) — — 1,000 1,000 Total nonrecurring fair value measurements $ — $ — $ 1,404 $ 1,404 (1) At March 31, 2020, the investment in DiDi Chuxing was written down to its estimated fair value of $400 million, resulting in an impairment charge of $100 million (see Note 5). (2) At March 31, 2020, the goodwill of the OpenTable and KAYAK reporting unit was written down to its estimated fair value of $1.5 billion, resulting in an impairment charge of $489 million. At September 30, 2020, the goodwill was further written down to its estimated fair value of $1.0 billion, resulting in an additional impairment charge of $573 million (see Note 8). Financial assets and liabilities carried at fair value at December 31, 2019 are classified in the categories described in the table below (in millions): Level 1 Level 2 Level 3 Total Recurring fair value measurements ASSETS: Cash and restricted cash equivalents: Money market fund investments $ 5,734 $ — $ — $ 5,734 Corporate debt securities — 2 — 2 Time deposits and certificates of deposit 29 — — 29 Short-term investments: International government securities — 109 — 109 U.S. government securities — 138 — 138 Corporate debt securities — 751 — 751 Long-term investments: Investments in private companies: Debt securities — — 250 250 Other long-term investments: International government securities — 68 — 68 U.S. government securities — 135 — 135 Corporate debt securities — 963 — 963 Trip.com Group convertible debt securities — 767 — 767 Equity securities 1,793 — — 1,793 Derivatives: Foreign currency exchange derivatives — 12 — 12 Total assets at fair value $ 7,556 $ 2,945 $ 250 $ 10,751 LIABILITIES: Foreign currency exchange derivatives $ — $ 5 $ — $ 5
Fair Value and the Notional Amount of Derivatives and the Effect of Foreign Currency Exchange DerivativesThe table below provides estimated fair values and notional amounts of foreign currency exchange derivatives outstanding at September 30, 2020 and December 31, 2019 (in millions). The notional amount of a foreign currency forward contract is the contracted amount of foreign currency to be exchanged and is not recorded in the balance sheets. September 30, 2020 December 31, 2019 Estimated fair value of derivative assets $ 10 $ 12 Estimated fair value of derivative liabilities 13 5 Notional amount: Foreign currency purchases 939 1,770 Foreign currency sales 1,008 901 The effect of foreign currency exchange derivatives recorded in "Foreign currency transactions and other" in the Unaudited Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019 is as follows (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Losses on foreign currency exchange derivatives $ — $ 21 $ 31 $ 26

ACCOUNTS RECEIVABLE AND OTHER_2

ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS (Tables)9 Months Ended
Sep. 30, 2020
Receivables [Abstract]
Accounts Receivable, Allowance for Credit LossThe following table summarizes the activity of the allowance for expected credit losses on receivables (in millions): Nine Months Ended 2020 2019 Balance, beginning of year $ 49 $ 51 Provision charged to earnings 206 53 Write-offs and adjustments (59) (55) Currency translation adjustments 12 (2) Balance, end of period $ 208 $ 47

GOODWILL, INTANGIBLE ASSETS A_2

GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS (Tables)9 Months Ended
Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
GoodwillThe changes in the balance of goodwill for the nine months ended September 30, 2020 consist of the following (in millions): Balance, December 31, 2019 (1) $ 2,913 Impairments (1,062) Foreign currency translation adjustments 14 Balance, September 30, 2020 (1) $ 1,865 (1) The balance of goodwill as of September 30, 2020 and December 31, 2019 is stated net of cumulative impairment charges of $2.0 billion and $941 million, respectively.
Intangible AssetsThe Company's intangible assets at September 30, 2020 and December 31, 2019 consist of the following (in millions): September 30, 2020 December 31, 2019 Gross Accumulated Net Gross Accumulated Net Amortization Supply and distribution agreements $ 1,114 $ (525) $ 589 $ 1,100 $ (472) $ 628 3 - 20 years Technology 172 (139) 33 170 (129) 41 2 - 7 years Internet domain names 42 (35) 7 40 (32) 8 5 - 20 years Trade names 1,815 (606) 1,209 1,811 (534) 1,277 4 - 20 years Other intangible assets 2 (2) — 2 (2) — Up to 15 years Total intangible assets $ 3,145 $ (1,307) $ 1,838 $ 3,123 $ (1,169) $ 1,954

DEBT (Tables)

DEBT (Tables)9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]
Schedule Of Information Related To Other Long-Term DebtThe following table summarizes the information related to other long-term debt outstanding at September 30, 2020: Other Long-term Debt Period of Issuance Effective Interest Rate at Debt Origination Timing of Interest Payments 0.8% Senior Notes due March 2022 March 2017 0.84 % Annually in March 2.15% Senior Notes due November 2022 November 2015 2.20 % Annually in November 2.75% Senior Notes due March 2023 August 2017 2.78 % Semi-annually in March and September 2.375% Senior Notes due September 2024 September 2014 2.48 % Annually in September 3.65% Senior Notes due March 2025 March 2015 3.68 % Semi-annually in March and September 4.1% Senior Notes due April 2025 April 2020 4.10 % Semi-annually in April and October 3.6% Senior Notes due June 2026 May 2016 3.62 % Semi-annually in June and December 1.8% Senior Notes due March 2027 March 2015 1.80 % Annually in March 4.5% Senior Notes due April 2027 April 2020 4.54 % Semi-annually in April and October 3.55% Senior Notes due March 2028 August 2017 3.56 % Semi-annually in March and September 4.625% Senior Notes due April 2030 April 2020 4.65 % Semi-annually in April and October
Schedule of DebtOutstanding debt at September 30, 2020 consists of the following (in millions): September 30, 2020 Outstanding Principal Amount Unamortized Debt Carrying Value Current liabilities: 0.9% Convertible Senior Notes due September 2021 $ 1,000 $ (21) $ 979 Long-term debt: 0.8% (€1 Billion) Senior Notes due March 2022 $ 1,173 $ (2) $ 1,171 2.15% (€750 Million) Senior Notes due November 2022 879 (2) 877 2.75% Senior Notes due March 2023 500 (2) 498 2.375% (€1 Billion) Senior Notes due September 2024 1,173 (7) 1,166 3.65% Senior Notes due March 2025 500 (2) 498 4.1% Senior Notes due April 2025 1,000 (5) 995 0.75% Convertible Senior Notes due May 2025 863 (133) 730 3.6% Senior Notes due June 2026 1,000 (5) 995 1.8% (€1 Billion) Senior Notes due March 2027 1,173 (4) 1,169 4.5% Senior Notes due April 2027 750 (6) 744 3.55% Senior Notes due March 2028 500 (3) 497 4.625% Senior Notes due April 2030 1,500 (11) 1,489 Total long-term debt $ 11,011 $ (182) $ 10,829 Outstanding debt at December 31, 2019 consists of the following (in millions): December 31, 2019 Outstanding Unamortized Debt Carrying Value Current Liabilities: 0.35% Convertible Senior Notes due June 2020 $ 1,000 $ (12) $ 988 Long-term debt: 0.9% Convertible Senior Notes due September 2021 $ 1,000 $ (39) $ 961 0.8% (€1 Billion) Senior Notes due March 2022 1,123 (3) 1,120 2.15% (€750 Million) Senior Notes due November 2022 842 (3) 839 2.75% Senior Notes due March 2023 500 (2) 498 2.375% (€1 Billion) Senior Notes due September 2024 1,123 (9) 1,114 3.65% Senior Notes due March 2025 500 (2) 498 3.6% Senior Notes due June 2026 1,000 (5) 995 1.8% (€1 Billion) Senior Notes due March 2027 1,123 (5) 1,118 3.55% Senior Notes due March 2028 500 (3) 497 Total long-term debt $ 7,711 $ (71) $ 7,640

TREASURY STOCK (Tables)

TREASURY STOCK (Tables)9 Months Ended
Sep. 30, 2020
Equity [Abstract]
Schedule of Stock Repurchase ActivityThe following table summarizes the Company's stock repurchase activities during the three and nine months ended September 30, 2020 and 2019 (in millions, except for shares, which are reflected in thousands): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Shares Amount Shares Amount Shares Amount Shares Amount Authorized stock repurchase programs — $ — 694 $ 1,341 601 $ 1,122 3,676 $ 6,666 General authorization for shares withheld on stock award vesting 2 4 5 9 81 137 84 146 Total 2 $ 4 699 $ 1,350 682 $ 1,259 3,760 $ 6,812

CHANGES IN ACCUMULATED OTHER _2

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT (Tables)9 Months Ended
Sep. 30, 2020
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Changes in the Balances of Accumulated Other Comprehensive Income (Loss)The tables below present the changes in the balances of accumulated other comprehensive loss ("AOCl") by component for the three and nine months ended September 30, 2020 and 2019 (in millions): Foreign currency translation adjustments, net of tax Net unrealized (losses) gains on available-for-sale securities, net of tax Total AOCI, net of tax Foreign currency translation Net Investment Hedges (1) Total, net of tax Before tax Tax (expense) benefit Total, net of tax Before tax Tax benefit (expense) (2) Before tax Tax (expense) benefit Three Months Ended September 30, 2020 Balance, June 30, 2020 $ (249) $ 58 $ 17 $ (10) $ (184) $ (24) $ (25) $ (49) $ (233) Other Comprehensive Income (Loss) ("OCI") before reclassifications 99 (4) (69) 16 42 (5) — (5) 37 Amounts reclassified to — — — — — — — — — OCI for the period 99 (4) (69) 16 42 (5) — (5) 37 Balance, September 30, 2020 $ (150) $ 54 $ (52) $ 6 $ (142) $ (29) $ (25) $ (54) $ (196) Nine Months Ended September 30, 2020 Balance, December 31, 2019 $ (186) $ 54 $ (2) $ (5) $ (139) $ (7) $ (45) $ (52) $ (191) OCI before reclassifications 36 — (50) 11 (3) (26) 6 (20) (23) Amounts reclassified to (3) — — — — — 4 14 18 18 OCI for the period 36 — (50) 11 (3) (22) 20 (2) (5) Balance, September 30, 2020 $ (150) $ 54 $ (52) $ 6 $ (142) $ (29) $ (25) $ (54) $ (196) Foreign currency translation adjustments, net of tax Net unrealized (losses) gains on available-for-sale securities, net of tax Total AOCI, net of tax Foreign currency translation Net Investment Hedges (1) Total, net of tax Before tax Tax (expense) benefit Total, net of tax Before tax Tax benefit (2) Before tax Tax benefit (expense) Three Months Ended September 30, 2019 Balance, June 30, 2019 $ (179) $ 56 $ (38) $ 4 $ (157) $ (7) $ (66) $ (73) $ (230) OCI before reclassifications (128) 8 111 (26) (35) (28) 7 (21) (56) Amounts reclassified to net income (3) — — — — — — 21 21 21 OCI for the period (128) 8 111 (26) (35) (28) 28 — (35) Balance, September 30, 2019 $ (307) $ 64 $ 73 $ (22) $ (192) $ (35) $ (38) $ (73) $ (265) Nine Months Ended September 30, 2019 Balance, December 31, 2018 $ (109) $ 41 $ (73) $ 12 $ (129) $ (157) $ (30) $ (187) $ (316) OCI before reclassifications (198) 23 146 (34) (63) 133 (30) 103 40 Amounts reclassified to net income (3) — — — — — (11) 22 11 11 OCI for the period (198) 23 146 (34) (63) 122 (8) 114 51 Balance, September 30, 2019 $ (307) $ 64 $ 73 $ (22) $ (192) $ (35) $ (38) $ (73) $ (265) (1) Net investment hedges balance, net of tax, at September 30, 2020 and earlier dates presented above, include accumulated net losses from fair value adjustments of $35 million after tax ($53 million before tax) associated with previously settled derivatives that were designated as net investment hedges. The remaining balances relate to foreign currency transaction gains (losses) and related tax benefits (expenses) associated with the Company's Euro-denominated debt that is designated as a hedge against the impact of currency fluctuations on the net assets of a Euro functional currency subsidiary (see Note 9). (2) The tax benefits relate to foreign currency translation adjustments to the Company's one-time deemed repatriation tax liability recorded at December 31, 2017 and foreign earnings for periods after December 31, 2017 that are subject to U.S. federal and state income tax, resulting from the enactment of the U.S. Tax Cuts and Jobs Act (the "Tax Act"). (3) The reclassified net realized (losses) gains before tax from sales of investments in debt securities and impairment losses before tax related to debt securities are included in "Foreign currency transactions and other" and the related reclassified tax benefits (expenses) are included in "Income tax expense" in the Unaudited Consolidated Statements of Operations. The cost of marketable debt securities sold is determined using a first-in and first-out method. For the nine months ended September 30, 2020, the reclassified tax expenses include a tax expense of $15 million related to the maturity in May 2020 of the Company's investment of $250 million in Trip.com Group convertible notes (see Note 5). For the three and nine months ended September 30, 2019, the reclassified tax expenses include a tax expense of $21 million related to the maturity in August 2019 of the Company's investment of $500 million in Trip.com Group convertible notes.

OTHER (Tables)

OTHER (Tables)9 Months Ended
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reconciliation of Cash and Cash Equivalents and Restricted Cash and Cash EquivalentsThe following table reconciles cash and cash equivalents and restricted cash and cash equivalents reported in the Consolidated Balance Sheets to the total amounts shown in the Unaudited Consolidated Statements of Cash Flows (in millions): September 30, December 31, (Unaudited) As included in the Consolidated Balance Sheets: Cash and cash equivalents $ 11,197 $ 6,312 Restricted cash and cash equivalents included in "Prepaid expenses and other current assets, net" 20 20 Total cash and cash equivalents and restricted cash and cash equivalents as shown in the Unaudited Consolidated Statements of Cash Flows $ 11,217 $ 6,332

BASIS OF PRESENTATION (Details)

BASIS OF PRESENTATION (Details) $ in Millions1 Months Ended
Apr. 30, 2020USD ($)Sep. 30, 2020USD ($)Jun. 30, 2020USD ($)Mar. 31, 2020investmentDec. 31, 2019USD ($)Sep. 30, 2019USD ($)Jun. 30, 2019USD ($)Dec. 31, 2018USD ($)
Organization, Consolidation And Presentation Of Financial Statements [Line Items]
Number of Investments Impaired | investment1
Debt issued $ 4,100
Stockholders' equity $ (4,913) $ (3,999) $ (5,933) $ (5,951) $ (5,307) $ (8,785)
Cumulative Effect of Adoption of Accounting Standards Update
Organization, Consolidation And Presentation Of Financial Statements [Line Items]
Stockholders' equity3
Retained Earnings
Organization, Consolidation And Presentation Of Financial Statements [Line Items]
Stockholders' equity $ (23,453) $ (22,652)(23,232) $ (22,061) $ (20,111) $ (18,367)
Retained Earnings | Cumulative Effect of Adoption of Accounting Standards Update
Organization, Consolidation And Presentation Of Financial Statements [Line Items]
Stockholders' equity $ 3

REVENUE - Disaggregation of rev

REVENUE - Disaggregation of revenue (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Disaggregation of Revenue [Line Items]
Revenues $ 2,640 $ 5,040 [1] $ 5,558 $ 11,727 [1]
Online accommodation reservation services | Revenue Benchmark | Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage91.00%88.00%88.00%87.00%
Other sources of online travel reservation services and advertising and other revenues | Revenue Benchmark | Product Concentration Risk | Maximum
Disaggregation of Revenue [Line Items]
Concentration risk percentage10.00%10.00%10.00%10.00%
United States
Disaggregation of Revenue [Line Items]
Revenues $ 214 $ 404 [1] $ 604 $ 1,170 [1]
The Netherlands
Disaggregation of Revenue [Line Items]
Revenues2,231 4,107 [1]4,352 9,176 [1]
Other
Disaggregation of Revenue [Line Items]
Revenues $ 195 $ 529 [1] $ 602 $ 1,381 [1]
[1](1) Geographic information for the three and nine months ended September 30, 2019 has been recast to conform to the current period presentation

REVENUE - Deferred Revenue (Det

REVENUE - Deferred Revenue (Details) $ in Millions9 Months Ended
Sep. 30, 2020USD ($)
Contract With Customer, Change In Contract Liability, Current [Roll Forward]
Revenues recognized from the beginning deferred revenue balance $ (153)
Cancellations and amendments(65)
Payments received from travelers, net of amounts estimated to be payable to travel service providers, and other73
Deferred revenue in deferred merchant bookings | Deferred merchant bookings
Contract With Customer, Change In Contract Liability, Current [Roll Forward]
Balance, December 31, 2019220
Balance, September 30, 2020 $ 75

REVENUE - Other Narrative (Deta

REVENUE - Other Narrative (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019[1]Sep. 30, 2020Sep. 30, 2019[1]Dec. 31, 2019
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Accrued expenses and other current liabilities $ 1,388 $ 1,388 $ 1,578
Revenues2,640 $ 5,040 5,558 $ 11,727
Increase (decrease) in revenue for refunds paid or estimated to be payable due to the Impact of COVID-1921 (42)
Other consumer/customer liabilities
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Accrued expenses and other current liabilities122 122 22
Other consumer/customer liabilities | Rebates to customers meeting certain eligibility requirements
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Accrued expenses and other current liabilities88 88
Revenues(96)(96)
Customer Incentive Programs | Loyalty Programs
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Decrease in liability balance primarily due to changes in estimates with a corresponding increase to revenue28
Accrued expenses and other current liabilities | Customer Incentive Programs | Loyalty Programs
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Liabilities for loyalty program incentives $ 28 $ 28 $ 80
[1](1) Geographic information for the three and nine months ended September 30, 2019 has been recast to conform to the current period presentation

STOCK-BASED EMPLOYEE COMPENSA_3

STOCK-BASED EMPLOYEE COMPENSATION - Narrative (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Mar. 31, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense $ 80 $ 79 $ 163 $ 232
Aggregate fair value of performance share units and restricted stock units vested during the period12 345
Aggregate grant-date fair value79
Performance Share Units | 2018 Grants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Incremental fair value as a result of modification of share-based award(s) $ 11
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate grant-date fair values19 369
Restricted Stock Units and Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized estimated compensation expense, unvested share-based awards459 $ 459
Total future compensation cost related to unvested share-based awards, expected period of recognition2 years
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized estimated compensation expense, unvested share-based awards $ 67 $ 67
Total future compensation cost related to unvested share-based awards, expected period of recognition2 years 4 months 24 days
Adjustment for change in estimated probable outcome at the end of the performance period | Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense $ (73)

STOCK-BASED EMPLOYEE COMPENSA_4

STOCK-BASED EMPLOYEE COMPENSATION - Summary of Share-Based Compensation Activity (Details)9 Months Ended
Sep. 30, 2020$ / sharesshares
Restricted Stock Units
Share-Based Awards - Shares
Unvested at December 31, 2019 (in shares)256,745
Granted (in shares)216,229
Vested (in shares)(123,872)
Forfeited (in shares)(28,043)
Unvested at September 30, 2020 (in shares)321,059
Share-Based Awards - Weighted Average Grant Date Fair Value
Unvested at December 31, 2019 (in dollars per share) | $ / shares $ 1,801
Granted (in dollars per share) | $ / shares1,646
Vested (in dollars per share) | $ / shares1,820
Forfeited (in dollars per share) | $ / shares1,766
Unvested at September 30, 2020 (in dollars per share) | $ / shares $ 1,692
Restricted Stock Units | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period1 year
Restricted Stock Units | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period3 years
Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period3 years
Share-Based Awards - Shares
Unvested at December 31, 2019 (in shares)216,083
Granted (in shares)5,540
Vested (in shares)(81,839)
Performance share units adjustment (in shares)(50,209)[1]
Forfeited (in shares)(4,896)
Unvested at September 30, 2020 (in shares)84,679
Share-Based Awards - Weighted Average Grant Date Fair Value
Unvested at December 31, 2019 (in dollars per share) | $ / shares $ 1,835
Granted (in dollars per share) | $ / shares2,373
Vested (in dollars per share) | $ / shares1,741
Performance share units adjustment (in dollars per share) | $ / shares1,944 [1]
Forfeited (in dollars per share) | $ / shares1,834
Unvested at September 30, 2020 (in dollars per share) | $ / shares $ 1,893
Performance Share Units | 2018 Grants | Shares probable to be issued
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)35,514
Performance Share Units | 2018 Grants | Shares not subject to the achievement of minimum performance thresholds
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)35,514
Performance Share Units | 2018 Grants | Shares that could be issued if maximum performance thresholds are met
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)62,547
Performance Share Units | 2019 Grants | Shares probable to be issued
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)43,625
Performance Share Units | 2019 Grants | Shares not subject to the achievement of minimum performance thresholds
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)43,625
Performance Share Units | 2019 Grants | Shares that could be issued if maximum performance thresholds are met
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)114,086
Performance Share Units | 2020 Grants | Shares probable to be issued
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)5,540
Performance Share Units | 2020 Grants | Shares not subject to the achievement of minimum performance thresholds
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)0
Performance Share Units | 2020 Grants | Shares that could be issued if maximum performance thresholds are met
Share-Based Awards - Shares
Unvested at September 30, 2020 (in shares)11,080
[1]Probable outcome for these performance-based awards is updated based upon changes in actual and forecasted operating results or expected achievement of performance goals, as applicable, and the impact of modifications.

STOCK-BASED EMPLOYEE COMPENSA_5

STOCK-BASED EMPLOYEE COMPENSATION - Summary of the Assumptions Used to Value Option Grants (Details) - Stock Options9 Months Ended
Sep. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate0.56%
Expected term in years6 years 4 months 24 days
Expected stock price volatility33.80%
Expected dividend yield0.00%

STOCK-BASED EMPLOYEE COMPENSA_6

STOCK-BASED EMPLOYEE COMPENSATION - Summary of Stock Option (Details) - USD ($) $ / shares in Units, $ in Millions1 Months Ended9 Months Ended12 Months Ended
May 31, 2020Sep. 30, 2020Sep. 30, 2019Dec. 31, 2019
Weighted-average Remaining Contractual Term
Weighted-average grant-date fair value per option (in dollars per share) $ 485
Intrinsic value of options exercised during the period $ 14 $ 4
Executive Officers
Number of Shares
Granted (in shares)0
Stock Options
Number of Shares
Balance (in shares), December 31, 201915,122
Granted (in shares)163,494
Exercised (in shares)(13,093)
Forfeited (in shares)(2,555)
Balance (in shares), September 30, 2020162,968 15,122
Exercisable (in shares)2,078
Weighted-average Exercise Price
Balance (in dollars per share) $ 484
Granted (in dollars per share)1,411
Exercised (in dollars per share)465
Forfeited (in dollars per share)1,410
Balance (in dollars per share)1,401 $ 484
Exercisable (in dollars per share) $ 638
Aggregate Intrinsic Value
Balance $ 50 $ 24
Exercisable $ 2
Weighted-average Remaining Contractual Term
Balance9 years 6 months2 years 7 months 6 days
Exercisable2 years 4 months 24 days
Stock option term10 years

NET INCOME PER SHARE (Details)

NET INCOME PER SHARE (Details) - shares3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Earnings Per Share [Abstract]
Weighted-average number of basic common shares outstanding (in shares)40,935,000 42,389,000 40,983,000 43,540,000
Weighted-average dilutive stock options, restricted stock units and performance share units (in shares)146,000 198,000 142,000 191,000
Assumed conversion of convertible senior notes (in shares)0 244,000 17,000 216,000
Weighted-average number of diluted common and common equivalent shares outstanding (in shares)41,081,000 42,831,000 41,142,000 43,947,000
Anti-dilutive potential common shares (in shares)164,000 166,000

INVESTMENTS - Summary of Invest

INVESTMENTS - Summary of Investments by Major Security Type (Details) - USD ($) $ in MillionsSep. 30, 2020Dec. 31, 2019
Short-term investments:
Carrying Value $ 0 $ 998
Long-term investments:
Carrying Value3,672 4,477
Trip.com Group convertible debt securities | Trip.com Group
Debt securities:
Cost525
Short-term Investments
Short-term investments:
Cost998
Gross Unrealized Gains /Upward Adjustments1
Gross Unrealized Losses /Downward Adjustments(1)
Carrying Value998
Short-term Investments | International government securities
Debt securities:
Cost109
Gross Unrealized Gains/Upward Adjustments0
Gross Unrealized Losses/Downward Adjustments0
Carrying Value109
Short-term Investments | U.S. government securities
Debt securities:
Cost138
Gross Unrealized Gains/Upward Adjustments0
Gross Unrealized Losses/Downward Adjustments0
Carrying Value138
Short-term Investments | Corporate debt securities
Debt securities:
Cost751
Gross Unrealized Gains/Upward Adjustments1
Gross Unrealized Losses/Downward Adjustments(1)
Carrying Value751
Long-term investments
Long-term investments:
Cost1,737 3,810
Gross Unrealized Gains /Upward Adjustments2,067 686
Gross Unrealized Losses /Downward Adjustments(132)(19)
Carrying Value3,672 4,477
Long-term investments | Trip.com Group
Equity security investments with readily determinable fair value:
Cost655
Carrying Value726
Long-term investments | International government securities
Debt securities:
Cost68
Gross Unrealized Gains/Upward Adjustments0
Gross Unrealized Losses/Downward Adjustments0
Carrying Value68
Long-term investments | U.S. government securities
Debt securities:
Cost136
Gross Unrealized Gains/Upward Adjustments0
Gross Unrealized Losses/Downward Adjustments(1)
Carrying Value135
Long-term investments | Corporate debt securities
Debt securities:
Cost963
Gross Unrealized Gains/Upward Adjustments2
Gross Unrealized Losses/Downward Adjustments(2)
Carrying Value963
Long-term investments | Investments in private company debt securities
Debt securities:
Cost250 250
Gross Unrealized Gains/Upward Adjustments0 0
Gross Unrealized Losses/Downward Adjustments0 0
Carrying Value250 250
Long-term investments | Investment in private company equity securities
Equity security investments in private companies:
Cost501 501
Gross Unrealized Gains /Upward Adjustments3 0
Gross Unrealized Losses /Downward Adjustments(100)0
Carrying Value404 501
Long-term investments | Trip.com Group convertible debt securities | Trip.com Group
Debt securities:
Cost525 775
Gross Unrealized Gains/Upward Adjustments0 0
Gross Unrealized Losses/Downward Adjustments(32)(8)
Carrying Value493 767
Long-term investments | Equity securities
Equity security investments with readily determinable fair value:
Cost461 1,117
Gross Unrealized Gains /Upward Adjustments2,064 684
Gross Unrealized Losses /Downward Adjustments0 (8)
Carrying Value2,525 1,793
Long-term investments | Redeemable Convertible Preferred Stock
Debt securities:
Cost250 250
Carrying Value $ 250 $ 250

INVESTMENTS - Narrative (Detail

INVESTMENTS - Narrative (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Jun. 30, 2020Mar. 31, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019May 31, 2020Dec. 31, 2019Dec. 31, 2017Dec. 31, 2016
Schedule of Investments [Line Items]
Proceeds from sale of available-for-sale debt securities $ 2,200
Net gains (losses) on marketable equity securities $ 730 $ (49)1,258 $ 419
Impairment of investment0 0 100 0
Trip.com Group
Schedule of Investments [Line Items]
Proceeds from sale of securities525
Net gains (losses) on marketable equity securities(165)(201)48
Trip.com Group | Trip.com Group convertible debt securities
Schedule of Investments [Line Items]
Amortized cost of available-for-sale debt securities525 525
Trip.com Group 1% Note Due 2020 | Trip.com Group convertible debt securities
Schedule of Investments [Line Items]
Amortized cost of available-for-sale debt securities $ 250
Meituan
Schedule of Investments [Line Items]
Fair value of equity securities2,500 2,500 $ 1,100
Net gains (losses) on marketable equity securities727 $ 116 1,400 $ 371
Payments to acquire investments $ 450
Long-term Investments | Investment in private company equity securities
Schedule of Investments [Line Items]
Cost of investment501 501 501
Investment in equity securities without readily determinable FV404 404 501
Long-term Investments | Redeemable Convertible Preferred Stock
Schedule of Investments [Line Items]
Amortized cost of available-for-sale debt securities250 250 250
Estimated fair value250 250 250
Long-term Investments | Trip.com Group
Schedule of Investments [Line Items]
Cost of investment in equity securities655
Fair value of equity securities726
Long-term Investments | Trip.com Group | Trip.com Group convertible debt securities
Schedule of Investments [Line Items]
Amortized cost of available-for-sale debt securities525 525 775
Estimated fair value493 493 767
Long-term Investments | Trip.com Group 1.25% Notes due 2022 | Trip.com Group convertible debt securities
Schedule of Investments [Line Items]
Amortized cost of available-for-sale debt securities $ 25
Long-term Investments | Didi Chuxing | Investment in private company equity securities
Schedule of Investments [Line Items]
Cost of investment500 500 500
Impairment of investment $ 100
Investment in equity securities without readily determinable FV400 400 400
Long-term Investments | Grab | Redeemable Convertible Preferred Stock
Schedule of Investments [Line Items]
Estimated fair value $ 200 $ 200 $ 200
Unrealized gain (loss) on debt securities $ 20 $ (20)

FAIR VALUE MEASUREMENTS - Finan

FAIR VALUE MEASUREMENTS - Financial Assets and Liabilities Carried at Fair Value (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Mar. 31, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019Dec. 31, 2019
LIABILITIES:
Impairment of investment $ 0 $ 0 $ 100 $ 0
Goodwill[1]1,865 1,865 $ 2,913
Goodwill impairment charge(573) $ 0 (1,062) $ 0
OpenTable And KAYAK
LIABILITIES:
Goodwill1,000 $ 1,500 1,000
Goodwill impairment charge(573)(489)(1,062)
Didi Chuxing | Investment in private company equity securities | Long-term Investments
LIABILITIES:
Impairment of investment100
Recurring Basis
ASSETS:
Assets at fair value14,171 14,171 10,751
Recurring Basis | Money market fund investments | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value10,874 10,874 5,734
Recurring Basis | Corporate debt securities | Short-term Investments
ASSETS:
Assets at fair value751
Recurring Basis | Corporate debt securities | Long-term Investments
ASSETS:
Assets at fair value963
Recurring Basis | Corporate debt securities | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value2
Recurring Basis | Time deposits and certificates of deposit | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value19 19 29
Recurring Basis | Investments in private company debt securities | Long-term Investments
ASSETS:
Assets at fair value250 250 250
Recurring Basis | Equity securities | Long-term Investments
ASSETS:
Assets at fair value2,525 2,525 1,793
Recurring Basis | International government securities | Short-term Investments
ASSETS:
Assets at fair value109
Recurring Basis | International government securities | Long-term Investments
ASSETS:
Assets at fair value68
Recurring Basis | U.S. government securities | Short-term Investments
ASSETS:
Assets at fair value138
Recurring Basis | U.S. government securities | Long-term Investments
ASSETS:
Assets at fair value135
Recurring Basis | Trip.com Group | Trip.com Group convertible debt securities | Long-term Investments
ASSETS:
Assets at fair value493 493 767
Recurring Basis | Not Designated as Hedging Instrument | Foreign currency exchange derivatives
ASSETS:
Assets at fair value10 10 12
LIABILITIES:
Liabilities at fair value13 13 5
Nonrecurring Basis
ASSETS:
Assets at fair value1,404 1,404
Nonrecurring Basis | Investment in private company equity securities | Long-term Investments
ASSETS:
Assets at fair value[2]404 404
Nonrecurring Basis | Goodwill
ASSETS:
Assets at fair value[3]1,000 1,000
Nonrecurring Basis | Didi Chuxing | Investment in private company equity securities | Long-term Investments
ASSETS:
Assets at fair value $ 400
Level 1 | Recurring Basis
ASSETS:
Assets at fair value13,418 13,418 7,556
Level 1 | Recurring Basis | Money market fund investments | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value10,874 10,874 5,734
Level 1 | Recurring Basis | Corporate debt securities | Short-term Investments
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | Corporate debt securities | Long-term Investments
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | Corporate debt securities | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | Time deposits and certificates of deposit | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value19 19 29
Level 1 | Recurring Basis | Investments in private company debt securities | Long-term Investments
ASSETS:
Assets at fair value0 0 0
Level 1 | Recurring Basis | Equity securities | Long-term Investments
ASSETS:
Assets at fair value2,525 2,525 1,793
Level 1 | Recurring Basis | International government securities | Short-term Investments
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | International government securities | Long-term Investments
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | U.S. government securities | Short-term Investments
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | U.S. government securities | Long-term Investments
ASSETS:
Assets at fair value0
Level 1 | Recurring Basis | Trip.com Group | Trip.com Group convertible debt securities | Long-term Investments
ASSETS:
Assets at fair value0 0 0
Level 1 | Recurring Basis | Not Designated as Hedging Instrument | Foreign currency exchange derivatives
ASSETS:
Assets at fair value0 0 0
LIABILITIES:
Liabilities at fair value0 0 0
Level 1 | Nonrecurring Basis
ASSETS:
Assets at fair value0 0
Level 1 | Nonrecurring Basis | Investment in private company equity securities | Long-term Investments
ASSETS:
Assets at fair value[2]0 0
Level 1 | Nonrecurring Basis | Goodwill
ASSETS:
Assets at fair value[3]0 0
Level 2 | Recurring Basis
ASSETS:
Assets at fair value503 503 2,945
Level 2 | Recurring Basis | Money market fund investments | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value0 0 0
Level 2 | Recurring Basis | Corporate debt securities | Short-term Investments
ASSETS:
Assets at fair value751
Level 2 | Recurring Basis | Corporate debt securities | Long-term Investments
ASSETS:
Assets at fair value963
Level 2 | Recurring Basis | Corporate debt securities | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value2
Level 2 | Recurring Basis | Time deposits and certificates of deposit | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value0 0 0
Level 2 | Recurring Basis | Investments in private company debt securities | Long-term Investments
ASSETS:
Assets at fair value0 0 0
Level 2 | Recurring Basis | Equity securities | Long-term Investments
ASSETS:
Assets at fair value0 0 0
Level 2 | Recurring Basis | International government securities | Short-term Investments
ASSETS:
Assets at fair value109
Level 2 | Recurring Basis | International government securities | Long-term Investments
ASSETS:
Assets at fair value68
Level 2 | Recurring Basis | U.S. government securities | Short-term Investments
ASSETS:
Assets at fair value138
Level 2 | Recurring Basis | U.S. government securities | Long-term Investments
ASSETS:
Assets at fair value135
Level 2 | Recurring Basis | Trip.com Group | Trip.com Group convertible debt securities | Long-term Investments
ASSETS:
Assets at fair value493 493 767
Level 2 | Recurring Basis | Not Designated as Hedging Instrument | Foreign currency exchange derivatives
ASSETS:
Assets at fair value10 10 12
LIABILITIES:
Liabilities at fair value13 13 5
Level 2 | Nonrecurring Basis
ASSETS:
Assets at fair value0 0
Level 2 | Nonrecurring Basis | Investment in private company equity securities | Long-term Investments
ASSETS:
Assets at fair value[2]0 0
Level 2 | Nonrecurring Basis | Goodwill
ASSETS:
Assets at fair value[3]0 0
Level 3 | Recurring Basis
ASSETS:
Assets at fair value250 250 250
Level 3 | Recurring Basis | Money market fund investments | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value0 0 0
Level 3 | Recurring Basis | Corporate debt securities | Short-term Investments
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | Corporate debt securities | Long-term Investments
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | Corporate debt securities | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | Time deposits and certificates of deposit | Cash Equivalents and Restricted Cash Equivalents
ASSETS:
Assets at fair value0 0 0
Level 3 | Recurring Basis | Investments in private company debt securities | Long-term Investments
ASSETS:
Assets at fair value250 250 250
Level 3 | Recurring Basis | Equity securities | Long-term Investments
ASSETS:
Assets at fair value0 0 0
Level 3 | Recurring Basis | International government securities | Short-term Investments
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | International government securities | Long-term Investments
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | U.S. government securities | Short-term Investments
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | U.S. government securities | Long-term Investments
ASSETS:
Assets at fair value0
Level 3 | Recurring Basis | Trip.com Group | Trip.com Group convertible debt securities | Long-term Investments
ASSETS:
Assets at fair value0 0 0
Level 3 | Recurring Basis | Not Designated as Hedging Instrument | Foreign currency exchange derivatives
ASSETS:
Assets at fair value0 0 0
LIABILITIES:
Liabilities at fair value0 0 $ 0
Level 3 | Nonrecurring Basis
ASSETS:
Assets at fair value1,404 1,404
Level 3 | Nonrecurring Basis | Investment in private company equity securities | Long-term Investments
ASSETS:
Assets at fair value[2]404 404
Level 3 | Nonrecurring Basis | Goodwill
ASSETS:
Assets at fair value[3] $ 1,000 $ 1,000
[1](1) The balance of goodwill as of September 30, 2020 and December 31, 2019 is stated net of cumulative impairment charges of $2.0 billion and $941 million, respectively.
[2](1) At March 31, 2020, the investment in DiDi Chuxing was written down to its estimated fair value of $400 million, resulting in an impairment charge of $100 million (see Note 5).
[3](2) At March 31, 2020, the goodwill of the OpenTable and KAYAK reporting unit was written down to its estimated fair value of $1.5 billion, resulting in an impairment charge of $489 million. At September 30, 2020, the goodwill was further written down to its estimated fair value of $1.0 billion, resulting in an additional impairment charge of $573 million (see Note 8).

FAIR VALUE MEASUREMENTS - Narra

FAIR VALUE MEASUREMENTS - Narrative (Details) $ in MillionsSep. 30, 2020USD ($)Mar. 31, 2020USD ($)YearsDec. 31, 2019USD ($)Dec. 31, 2016USD ($)
Recurring Basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets at fair value $ 14,171 $ 10,751
Level 3 | Recurring Basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets at fair value250 250
Long-term Investments | Investment in private company equity securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment in equity securities without readily determinable FV404 $ 501
Didi Chuxing | Long-term Investments | Investment in private company equity securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment in equity securities without readily determinable FV400 $ 400
Grab | Long-term Investments | Level 3 | Recurring Basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets at fair value $ 200
Trip.com Group 1.25% Notes due 2022 | Long-term Investments | Trip.com Group convertible debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized cost of available-for-sale debt securities $ 25
EBITDA Multiple | Didi Chuxing | Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (number)13
EBITDA Multiple | Didi Chuxing | Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (number)15
Volatility | Didi Chuxing | Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (percentages)60.00%
Volatility | Didi Chuxing | Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (percentages)70.00%
Expected Term | Didi Chuxing
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (number) | Years4
Weighted average cost of capital | Didi Chuxing | Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (percentages)12.00%
Weighted average cost of capital | Didi Chuxing | Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value measurement, inputs (percentages)14.00%

FAIR VALUE MEASUREMENTS - Notio

FAIR VALUE MEASUREMENTS - Notional Amount of Foreign Currency Exchange Derivatives (Details) - USD ($) $ in MillionsSep. 30, 2020Dec. 31, 2019
Recurring Basis
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Assets at fair value $ 14,171 $ 10,751
Recurring Basis | Level 2
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Assets at fair value503 2,945
Foreign currency exchange derivatives | Not Designated as Hedging Instrument | Foreign currency purchases
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional amount939 1,770
Foreign currency exchange derivatives | Not Designated as Hedging Instrument | Foreign currency sales
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional amount1,008 901
Foreign currency exchange derivatives | Not Designated as Hedging Instrument | Recurring Basis
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Assets at fair value10 12
Liabilities at fair value13 5
Foreign currency exchange derivatives | Not Designated as Hedging Instrument | Recurring Basis | Level 2
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Assets at fair value10 12
Liabilities at fair value $ 13 $ 5

FAIR VALUE MEASUREMENTS - Effec

FAIR VALUE MEASUREMENTS - Effect of Foreign Currency Exchange Derivatives (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019Dec. 31, 2016
Fair Value Disclosures [Abstract]
Losses on foreign currency exchange derivatives $ 0 $ 21 $ 31 $ 26
Trip.com Group 1.25% Notes due 2022 | Trip.com Group convertible debt securities | Long-term Investments
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amortized cost of available-for-sale debt securities $ 25

ACCOUNTS RECEIVABLE AND OTHER_3

ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS (Details) - USD ($) $ in Millions9 Months Ended
Sep. 30, 2020Sep. 30, 2019Dec. 31, 2019
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivables from customers $ 883 $ 1,200
Receivables from marketing affiliates28 110
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance, beginning of year49 $ 51
Provision charged to earnings206 53
Write-offs and adjustments(59)(55)
Currency translation adjustments12 (2)
Balance, end of period208 47
Prepaid expenses, allowance for credit loss54 6
Merchant revenues
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Provision charged to earnings32
Sales and other expenses
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Expected credit loss expenses223 $ 53
Sales and other expenses | Prepayments to customers
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Expected credit loss expenses49
Prepaid expenses and other current assets, net
Accounts, Notes, Loans and Financing Receivable [Line Items]
Prepayments to certain customers118 $ 232
Other assets, net
Accounts, Notes, Loans and Financing Receivable [Line Items]
Prepayments to certain customers $ 56

GOODWILL, INTANGIBLE ASSETS A_3

GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS - Goodwill (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Goodwill [Roll Forward]
Balance, December 31, 2019[1] $ 2,913
Goodwill impairment charge $ (573) $ 0 (1,062) $ 0
Foreign currency translation adjustments14
Balance, September 30, 2020[1] $ 1,865 $ 1,865
[1](1) The balance of goodwill as of September 30, 2020 and December 31, 2019 is stated net of cumulative impairment charges of $2.0 billion and $941 million, respectively.

GOODWILL, INTANGIBLE ASSETS A_4

GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS - Goodwill Impairment, Intangible Assets and Other Long-lived Assets (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Mar. 31, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019Dec. 31, 2019
Finite-lived intangible assets
Cumulative impairment charges $ 2,000 $ 2,000 $ 941
Impairment of goodwill573 $ 0 1,062 $ 0
Goodwill[1]1,865 1,865 2,913
Amortization expense41 $ 43 126 $ 132
Gross  Carrying  Amount3,145 3,145 3,123
Accumulated Amortization(1,307)(1,307)(1,169)
Net  Carrying  Amount1,838 1,838 1,954
Supply and distribution agreements
Finite-lived intangible assets
Gross  Carrying  Amount1,114 1,114 1,100
Accumulated Amortization(525)(525)(472)
Net  Carrying  Amount589 589 628
Technology
Finite-lived intangible assets
Gross  Carrying  Amount172 172 170
Accumulated Amortization(139)(139)(129)
Net  Carrying  Amount33 33 41
Internet domain names
Finite-lived intangible assets
Gross  Carrying  Amount42 42 40
Accumulated Amortization(35)(35)(32)
Net  Carrying  Amount7 7 8
Trade Names
Finite-lived intangible assets
Gross  Carrying  Amount1,815 1,815 1,811
Accumulated Amortization(606)(606)(534)
Net  Carrying  Amount1,209 1,209 1,277
Other Intangible Assets
Finite-lived intangible assets
Gross  Carrying  Amount2 2 2
Accumulated Amortization(2)(2)(2)
Net  Carrying  Amount0 $ 0 $ 0
Minimum | Supply and distribution agreements
Finite-lived intangible assets
Amortization Period3 years
Minimum | Technology
Finite-lived intangible assets
Amortization Period2 years
Minimum | Internet domain names
Finite-lived intangible assets
Amortization Period5 years
Minimum | Trade Names
Finite-lived intangible assets
Amortization Period4 years
Minimum | Other Intangible Assets
Finite-lived intangible assets
Amortization Period0 years
Maximum | Supply and distribution agreements
Finite-lived intangible assets
Amortization Period20 years
Maximum | Technology
Finite-lived intangible assets
Amortization Period7 years
Maximum | Internet domain names
Finite-lived intangible assets
Amortization Period20 years
Maximum | Trade Names
Finite-lived intangible assets
Amortization Period20 years
Maximum | Other Intangible Assets
Finite-lived intangible assets
Amortization Period15 years
OpenTable And KAYAK
Finite-lived intangible assets
Impairment of goodwill573 $ 489 $ 1,062
Goodwill1,000 $ 1,500 1,000
Potential decrease in fair value from 1% point decrease in profitability growth rate100 100
Potential increase in fair value from 1% point increase in profitability growth rate100 100
Potential decrease in fair value due to 0.5% increase in discount rate65 65
Potential increase in fair value due to 0.5% decrease in discount rate $ 70 $ 70
[1](1) The balance of goodwill as of September 30, 2020 and December 31, 2019 is stated net of cumulative impairment charges of $2.0 billion and $941 million, respectively.

DEBT (Revolving Credit Facility

DEBT (Revolving Credit Facility) (Details) - USD ($)1 Months Ended6 Months Ended
Aug. 31, 2019Jun. 30, 2015Jun. 30, 2019Oct. 31, 2020Sep. 30, 2020Apr. 30, 2020Dec. 31, 2019
Revolving Credit Facility
Line of Credit Facility [Line Items]
Revolving credit facility, maximum borrowing capacity $ 2,000,000,000 $ 2,000,000,000
Line of credit facility, term5 years5 years
Line of credit, current $ 0 $ 0
Proceeds from revolving credit facility and short-term borrowings $ 400,000,000
Weighted average interest rate3.50%
Debt instrument, covenant, minimum liquidity amount $ 4,500,000,000
Revolving Credit Facility | Subsequent Event
Line of Credit Facility [Line Items]
Debt instrument, covenant, pro forma liquidity required for distribution and share repurchases $ 6,000,000,000
Revolving Credit Facility | Minimum
Line of Credit Facility [Line Items]
Commitment fee rate0.07%
Revolving Credit Facility | Minimum | Rate 2C
Line of Credit Facility [Line Items]
Basis spread on variable rate0.00%
Revolving Credit Facility | Maximum
Line of Credit Facility [Line Items]
Commitment fee rate0.20%
Revolving Credit Facility | Maximum | Rate 2C
Line of Credit Facility [Line Items]
Basis spread on variable rate0.50%
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | Rate 1
Line of Credit Facility [Line Items]
London Inter-bank Offer Rate (LIBOR)0.00%
Basis spread on variable rate0.875%
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | Rate 1
Line of Credit Facility [Line Items]
Basis spread on variable rate1.50%
Revolving Credit Facility | Federal Funds Purchased | Rate 2B
Line of Credit Facility [Line Items]
Basis spread on variable rate0.50%
Revolving Credit Facility | One Month LIBOR | Rate 2C
Line of Credit Facility [Line Items]
Basis spread on variable rate1.00%
Revolving Credit Facility | One Month LIBOR | Minimum | Rate 2C
Line of Credit Facility [Line Items]
London Inter-bank Offer Rate (LIBOR)0.00%
Letter of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, maximum borrowing capacity $ 80,000,000
Letters of credit issued $ 4,000,000 $ 5,000,000
Swingline Loans
Line of Credit Facility [Line Items]
Revolving credit facility, maximum borrowing capacity $ 100,000,000

DEBT (Outstanding Debt) (Detail

DEBT (Outstanding Debt) (Details) $ / shares in Units, € in Millions, $ in Millions1 Months Ended3 Months Ended9 Months Ended12 Months Ended
Jun. 30, 2020USD ($)Apr. 30, 2020USD ($)Days$ / sharesAug. 31, 2014USD ($)Days$ / sharesSep. 30, 2020USD ($)Sep. 30, 2019USD ($)Sep. 30, 2020USD ($)Sep. 30, 2019USD ($)Dec. 31, 2014USD ($)Sep. 30, 2020EUR (€)Sep. 30, 2020USD ($)Dec. 31, 2019EUR (€)Dec. 31, 2019USD ($)Aug. 31, 2017Mar. 31, 2017May 31, 2016Nov. 30, 2015Mar. 31, 2015Sep. 30, 2014May 31, 2013USD ($)
Debt Instrument
Outstanding Principal  Amount $ 11,011 $ 7,711
Unamortized Debt Discount and Debt Issuance Cost(182)(71)
Carrying Value $ 10,829 $ 7,640
Description of Senior Notes
Debt financing costs paid $ 38 $ 0
0.35% Convertible Senior Notes due June 2020
Description of Senior Notes
Aggregate principal amount $ 1,000
Interest rate on long-term debt0.35%0.35%0.35%
Payments related to principal amount $ 1,000
Payments related to conversion value in excess of the principal amount of senior notes $ 245
Effective interest rate at debt origination3.13%
Debt discount related to convertible notes, net of tax $ 92
Debt discount related to convertible notes, before tax $ 154
Amortization of debt discount included in interest expense1 2
0.9% Convertible Senior Notes due September 2021
Description of Senior Notes
Aggregate principal amount $ 1,000
Interest rate on long-term debt0.90%0.90%0.90%0.90%0.90%
Debt financing costs paid $ 11
Convertible debt conversion price (in dollars per share) | $ / shares $ 2,055.50
Ratio of closing share price to conversion price as a condition for conversion of the convertible notes, minimum150.00%
Effective interest rate at debt origination3.18%
Debt discount related to convertible notes, net of tax $ 83
Debt discount related to convertible notes, before tax $ 143
0.9% Convertible Senior Notes due September 2021 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,000
Unamortized Debt Discount and Debt Issuance Cost(39)
Carrying Value $ 961
0.8% (€1 Billion) Senior Notes due March 2022
Description of Senior Notes
Aggregate principal amount | € € 1,000 € 1,000
Interest rate on long-term debt0.80%0.80%0.80%0.80%
Effective interest rate at debt origination0.84%
0.8% (€1 Billion) Senior Notes due March 2022 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,173 $ 1,123
Unamortized Debt Discount and Debt Issuance Cost(2)(3)
Carrying Value $ 1,171 $ 1,120
2.15% (€750 Million) Senior Notes due November 2022
Description of Senior Notes
Aggregate principal amount | € € 750 € 750
Interest rate on long-term debt2.15%2.15%2.15%2.15%
Effective interest rate at debt origination2.20%
2.15% (€750 Million) Senior Notes due November 2022 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 879 $ 842
Unamortized Debt Discount and Debt Issuance Cost(2)(3)
Carrying Value $ 877 $ 839
2.75% Senior Notes due March 2023
Description of Senior Notes
Interest rate on long-term debt2.75%2.75%2.75%2.75%
Effective interest rate at debt origination2.78%
2.75% Senior Notes due March 2023 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 500 $ 500
Unamortized Debt Discount and Debt Issuance Cost(2)(2)
Carrying Value $ 498 $ 498
2.375% (€1 Billion) Senior Notes due September 2024
Description of Senior Notes
Aggregate principal amount | € € 1,000 € 1,000
Interest rate on long-term debt2.375%2.375%2.375%2.375%
Effective interest rate at debt origination2.48%
2.375% (€1 Billion) Senior Notes due September 2024 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,173 $ 1,123
Unamortized Debt Discount and Debt Issuance Cost(7)(9)
Carrying Value $ 1,166 $ 1,114
3.65% Senior Notes due March 2025
Description of Senior Notes
Interest rate on long-term debt3.65%3.65%3.65%3.65%
Effective interest rate at debt origination3.68%
3.65% Senior Notes due March 2025 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 500 $ 500
Unamortized Debt Discount and Debt Issuance Cost(2)(2)
Carrying Value $ 498 $ 498
4.1% Senior Notes due April 2025
Debt Instrument
Outstanding Principal  Amount $ 1,000
Description of Senior Notes
Interest rate on long-term debt4.10%4.10%4.10%
Effective interest rate at debt origination4.10%
4.1% Senior Notes due April 2025 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,000
Unamortized Debt Discount and Debt Issuance Cost(5)
Carrying Value $ 995
0.75% Convertible Senior Notes due May 2025
Description of Senior Notes
Aggregate principal amount $ 863
Interest rate on long-term debt0.75%0.75%0.75%
Debt financing costs paid19
Convertible debt conversion price (in dollars per share) | $ / shares $ 1,886.44
Ratio of closing share price to conversion price as a condition for conversion of the convertible notes, minimum130.00%
Effective interest rate at debt origination4.10%
Debt discount related to convertible notes, net of tax $ 100
Debt discount related to convertible notes, before tax130
0.75% Convertible Senior Notes due May 2025 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 863
Unamortized Debt Discount and Debt Issuance Cost(133)
Carrying Value $ 730
3.6% Senior Notes due June 2026
Description of Senior Notes
Interest rate on long-term debt3.60%3.60%3.60%3.60%
Effective interest rate at debt origination3.62%
3.6% Senior Notes due June 2026 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,000 $ 1,000
Unamortized Debt Discount and Debt Issuance Cost(5)(5)
Carrying Value $ 995 $ 995
1.8% (€1 Billion) Senior Notes due March 2027
Description of Senior Notes
Aggregate principal amount | € € 1,000 € 1,000
Interest rate on long-term debt1.80%1.80%1.80%1.80%
Effective interest rate at debt origination1.80%
1.8% (€1 Billion) Senior Notes due March 2027 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,173 $ 1,123
Unamortized Debt Discount and Debt Issuance Cost(4)(5)
Carrying Value $ 1,169 $ 1,118
4.5% Senior Notes due April 2027
Debt Instrument
Outstanding Principal  Amount $ 750
Description of Senior Notes
Interest rate on long-term debt4.50%4.50%4.50%
Effective interest rate at debt origination4.54%
4.5% Senior Notes due April 2027 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 750
Unamortized Debt Discount and Debt Issuance Cost(6)
Carrying Value $ 744
3.55% Senior Notes due March 2028
Description of Senior Notes
Interest rate on long-term debt3.55%3.55%3.55%3.55%
Effective interest rate at debt origination3.56%
3.55% Senior Notes due March 2028 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 500 $ 500
Unamortized Debt Discount and Debt Issuance Cost(3)(3)
Carrying Value $ 497 497
4.625% Senior Notes due April 2030
Debt Instrument
Outstanding Principal  Amount $ 1,500
Description of Senior Notes
Interest rate on long-term debt4.625%4.625%4.625%
Effective interest rate at debt origination4.65%
4.625% Senior Notes due April 2030 | Long-term Debt
Debt Instrument
Outstanding Principal  Amount $ 1,500
Unamortized Debt Discount and Debt Issuance Cost(11)
Carrying Value1,489
Convertible Debt
Description of Senior Notes
Interest expense related to debt $ 17 $ 16 53 47
Amortization of debt discount included in interest expense12 12 39 36
Coupon Interest expense $ 4 $ 3 $ 11 $ 9
Debt, weighted average interest rate3.90%3.20%3.50%3.20%
Other Long-term Debt
Debt Instrument
Carrying Value10,100 6,700
Description of Senior Notes
Interest expense related to debt $ 79 $ 42 $ 193 $ 125
Coupon Interest expense $ 77 $ 40 187 $ 120
Minimum | 0.9% Convertible Senior Notes due September 2021
Description of Senior Notes
Minimum and Maximum consecutive days the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) | Days20
Additional payment to debt holder, settled In shares, aggregate value $ 0
Minimum | 0.75% Convertible Senior Notes due May 2025
Description of Senior Notes
Minimum and Maximum consecutive days the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) | Days20
Additional payment to debt holder, settled In shares, aggregate value $ 0
Maximum | 0.9% Convertible Senior Notes due September 2021
Description of Senior Notes
Minimum and Maximum consecutive days the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) | Days30
Additional payment to debt holder, settled In shares, aggregate value $ 375
Maximum | 0.75% Convertible Senior Notes due May 2025
Description of Senior Notes
Minimum and Maximum consecutive days the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) | Days30
Additional payment to debt holder, settled In shares, aggregate value $ 235
Level 2
Description of Senior Notes
Estimated market value of outstanding debt13,300 9,800
Designated as Hedging Instrument | Minimum | Euro-Denominated Debt
Description of Senior Notes
Notional amount of nonderivative instruments1,800
Designated as Hedging Instrument | Maximum | Euro-Denominated Debt
Description of Senior Notes
Notional amount of nonderivative instruments $ 3,200
Short-term Debt | 0.35% Convertible Senior Notes due June 2020
Debt Instrument
Outstanding Principal  Amount1,000
Unamortized Debt Discount and Debt Issuance Cost(12)
Carrying Value $ 988
Short-term Debt | 0.9% Convertible Senior Notes due September 2021
Debt Instrument
Outstanding Principal  Amount1,000
Unamortized Debt Discount and Debt Issuance Cost(21)
Carrying Value $ 979

TREASURY STOCK (Details)

TREASURY STOCK (Details) - USD ($)1 Months Ended3 Months Ended9 Months Ended
Dec. 31, 2019Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019
Equity, Class of Treasury Stock [Line Items]
Authorized stock repurchase programs (in shares)2,000 699,000 682,000 3,760,000
Authorized stock repurchase programs $ 4,000,000 $ 1,350,000,000 $ 1,259,000,000 $ 6,812,000,000
General authorization for shares withheld on stock award vesting (in shares)2,000 5,000 81,000 84,000
General authorization for shares withheld on stock award vesting $ 4,000,000 $ 9,000,000 $ 137,000,000 $ 146,000,000
Treasury stock repurchased but unsettled by period end, amount $ 40,000,000
Payments related to tax withholding for share-based compensation $ 137,000,000 $ 140,000,000
Treasury stock, shares (in shares)21,762,070 22,444,443 22,444,443
2019 Share Repurchase Program
Equity, Class of Treasury Stock [Line Items]
Remaining authorization to repurchase common stock $ 11,500,000,000 $ 10,400,000,000 $ 10,400,000,000
Amount of common stock repurchases authorized $ 15,000,000,000
Common Stock Repurchase Program
Equity, Class of Treasury Stock [Line Items]
Authorized stock repurchase programs (in shares)0 694,000 601,000 3,676,000
Authorized stock repurchase programs $ 0 $ 1,341,000,000 $ 1,122,000,000 $ 6,666,000,000

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019Dec. 31, 2019
Income Tax Contingency [Line Items]
Effective income tax rate reconciliation, percent4.10%17.50%30.40%18.60%
Statutory federal rate21.00%21.00%
Unrecognized tax benefits $ 82 $ 82 $ 56
Unrecognized tax benefits, income tax penalties and interest accrued $ 30 $ 30 $ 10
Tax and Customs Administration, Netherlands
Income Tax Contingency [Line Items]
Statutory federal rate25.00%
Effective income tax rate at innovation box tax rate7.00%

CHANGES IN ACCUMULATED OTHER _3

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020Sep. 30, 2019Sep. 30, 2020Sep. 30, 2019May 31, 2020Aug. 31, 2019
Total AOCI, net of tax
Balance $ 3,999 $ 5,307 $ 5,933 $ 8,785
OCI, before reclassifications, net of tax37 (56)(23)40
Amounts reclassified to net income, net of tax0 21 [1]18 [1]11 [1]
Total other comprehensive income (loss), net of tax37 (35)(5)51
Balance4,913 5,951 4,913 5,951
Trip.com Group convertible debt securities | Trip.com Group 1% Note Due 2020
Total AOCI, net of tax
Amortized cost of available-for-sale debt securities $ 250
Trip.com Group convertible debt securities | Trip.com Group Note Due 2019
Total AOCI, net of tax
Amortized cost of available-for-sale debt securities $ 500
Total AOCI
Total AOCI, net of tax
Balance(233)(230)(191)(316)
Balance(196)(265)(196)(265)
Foreign currency translation adjustments, net of tax
Total AOCI, net of tax
Balance(184)(157)(139)(129)
OCI, before reclassifications, net of tax42 (35)(3)(63)
Amounts reclassified to net income, net of tax0 0 [1]0 [1]0 [1]
Total other comprehensive income (loss), net of tax42 (35)(3)(63)
Balance(142)(192)(142)(192)
Foreign currency translation adjustments, net of tax | Net Investment Hedging | Foreign Currency Forward
Before tax
Balance(53)(53)(53)(53)
Balance(53)(53)(53)(53)
Total AOCI, net of tax
Balance(35)(35)(35)(35)
Balance(35)(35)(35)(35)
Foreign currency translation
Before tax
Balance(249)(179)(186)(109)
OCI before reclassifications, before tax99 (128)36 (198)
Amounts reclassified to net income, before tax0 0 [1]0 [1]0 [1]
OCI after reclassifications, before tax99 (128)36 (198)
Balance(150)(307)(150)(307)
Tax (expense) benefit
Balance[2]58 56 54 41
OCI before reclassifications, tax[2](4)8 0 23
Amounts reclassified to net income, tax[2]0 0 [1]0 [1]0 [1]
OCI after reclassifications, tax[2](4)8 0 23
Balance[2]54 64 54 64
Net Investment Hedges
Before tax
Balance[3]17 (38)(2)(73)
OCI before reclassifications, before tax[3](69)111 (50)146
Amounts reclassified to net income, before tax[3]0 0 [1]0 [1]0 [1]
OCI after reclassifications, before tax[3](69)111 (50)146
Balance[3](52)73 (52)73
Tax (expense) benefit
Balance[3](10)4 (5)12
OCI before reclassifications, tax[3]16 (26)11 (34)
Amounts reclassified to net income, tax[3]0 0 [1]0 [1]0 [1]
OCI after reclassifications, tax[3]16 (26)11 (34)
Balance[3]6 (22)6 (22)
Net unrealized (losses) gains on available-for-sale securities, net of tax
Before tax
Balance(24)(7)(7)(157)
OCI before reclassifications, before tax(5)(28)(26)133
Amounts reclassified to net income, before tax0 0 [1]4 [1](11)[1]
OCI after reclassifications, before tax(5)(28)(22)122
Balance(29)(35)(29)(35)
Tax (expense) benefit
Balance(25)(66)(45)(30)
OCI before reclassifications, tax0 7 6 (30)
Amounts reclassified to net income, tax0 21 [1]14 [1]22 [1]
OCI after reclassifications, tax0 28 20 (8)
Balance(25)(38)(25)(38)
Total AOCI, net of tax
Balance(49)(73)(52)(187)
OCI, before reclassifications, net of tax(5)(21)(20)103
Amounts reclassified to net income, net of tax0 21 [1]18 [1]11 [1]
Total other comprehensive income (loss), net of tax(5)0 (2)114
Balance $ (54)(73)(54)(73)
Net unrealized (losses) gains on available-for-sale securities, net of tax | Trip.com Group convertible debt securities | Trip.com Group 1% Note Due 2020
Tax (expense) benefit
Amounts reclassified to net income, tax $ 15
Net unrealized (losses) gains on available-for-sale securities, net of tax | Trip.com Group convertible debt securities | Trip.com Group Note Due 2019
Tax (expense) benefit
Amounts reclassified to net income, tax $ 21 $ 21
[1](3) The reclassified net realized (losses) gains before tax from sales of investments in debt securities and impairment losses before tax related to debt securities are included in "Foreign currency transactions and other" and the related reclassified tax benefits (expenses) are included in "Income tax expense" in the Unaudited Consolidated Statements of Operations. The cost of marketable debt securities sold is determined using a first-in and first-out method. For the nine months ended September 30, 2020, the reclassified tax expenses include a tax expense of $15 million related to the maturity in May 2020 of the Company's investment of $250 million in Trip.com Group convertible notes (see Note 5). For the three and nine months ended September 30, 2019, the reclassified tax expenses include a tax expense of $21 million related to the maturity in August 2019 of the Company's investment of $500 million in Trip.com Group convertible notes.
[2](2) The tax benefits relate to foreign currency translation adjustments to the Company's one-time deemed repatriation tax liability recorded at December 31, 2017 and foreign earnings for periods after December 31, 2017 that are subject to U.S. federal and state income tax, resulting from the enactment of the U.S. Tax Cuts and Jobs Act (the "Tax Act").
[3](1)

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details) ft² in Thousands, ₺ in Millions, € in Millions, £ in Millions, $ in Millions1 Months Ended3 Months Ended9 Months Ended
Dec. 31, 2019USD ($)Dec. 31, 2019EUR (€)Jan. 31, 2019USD ($)Jan. 31, 2019EUR (€)Dec. 31, 2018USD ($)ft²Dec. 31, 2018EUR (€)ft²Sep. 30, 2016USD ($)Sep. 30, 2016EUR (€)Dec. 31, 2015EUR (€)Jun. 30, 2020USD ($)Jun. 30, 2020EUR (€)Sep. 30, 2020USD ($)Sep. 30, 2020TRY (₺)Sep. 30, 2020EUR (€)Sep. 30, 2020GBP (£)
Commitments and Contingencies
Unrecognized tax benefits $ 56 $ 82
Booking.com | Headquarters
Commitments and Contingencies
Acquisition of land use rights $ 48 € 43
Aggregate payments related to contractual obligation224 € 195
Contractual obligation78 66
Decrease in amounts owed for contractual obligations $ 10 € 9
Booking.com | Headquarters | Headquarters Vendor
Commitments and Contingencies
Contractual obligation35 30
Booking.com | Headquarters | Ground Lease
Commitments and Contingencies
Remaining lease payments82 70
Potential Fine under Contractual Parity Agreement
Commitments and Contingencies
Loss contingency accrual12
French Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties82 € 70 € 356
Payment required to appeal a litigation matter $ 403 € 356
Unrecognized tax benefits59 50
Assessment, transfer taxes
Commitments and Contingencies
Assessed taxes including interest and penalties46 39
Italian Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties68 58 $ 56 € 48
Payment required to appeal a litigation matter11 € 10
Unrecognized tax benefits5 € 4
Turkish Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties98 ₺ 754
Travel Transaction Related Taxes
Commitments and Contingencies
Loss contingency accrual $ 67 62
Estimated loss in excess of amount accrued, not including penalties and interest, if applicable25
Pension-related litigation
Commitments and Contingencies
Estimated loss in excess of amount accrued, not including penalties and interest, if applicable $ 265
Manchester, England | Rentalcars.com | Headquarters
Commitments and Contingencies
Area of real estate property | ft²222 222
Lease term of operating leases which have not commenced at period end13 years13 years13 years
Manchester, England | Rentalcars.com | Headquarters | Operating Lease Obligations
Commitments and Contingencies
Contractual obligation $ 84 £ 65

OTHER - Reconciliation of Cash

OTHER - Reconciliation of Cash and Cash Equivalents and Restricted Cash and Cash Equivalents (Details) - USD ($) $ in MillionsSep. 30, 2020Dec. 31, 2019Sep. 30, 2019Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents $ 11,197 $ 6,312
Restricted cash and cash equivalents included in "Prepaid expenses and other current assets, net"20 20
Total cash and cash equivalents and restricted cash and cash equivalents as shown in the Unaudited Consolidated Statements of Cash Flows $ 11,217 $ 6,332 $ 6,485 $ 2,645

OTHER - Narrative (Details)

OTHER - Narrative (Details) € in Millions, $ in Millions3 Months Ended9 Months Ended
Sep. 30, 2020USD ($)countrySep. 30, 2020USD ($)countryMar. 31, 2020EUR (€)Mar. 31, 2020USD ($)
Restructuring Cost and Reserve [Line Items]
Number of countries in which the entity commenced restructuring actions (more than) | country40 40
Restructuring and other exit costs $ 41 $ 75
Cash payments for restructuring50
Restructuring liability22 22
Restructuring and other exit costs, estimated additional restructuring expenses to be recorded100 100
Government grants and other assistance benefit recognized22 122
Proceeds from government programs95
Grants receivable27 27
Noncash
Restructuring Cost and Reserve [Line Items]
Restructuring and other exit costs $ 1 $ 3
Tax and Customs Administration, Netherlands
Restructuring Cost and Reserve [Line Items]
Prepaid taxes € 660 $ 717