Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 17, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2020 | |
Entity File Number | 001-37429 | |
Entity Registrant Name | EXPEDIA GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-2705720 | |
Entity Address, Address Line One | 1111 Expedia Group Way W. | |
Entity Address, City or Town | Seattle | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98119 | |
City Area Code | (206) | |
Local Phone Number | 481-7200 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Expedia Group, Inc. 2.500% Senior Notes due 2022 | |
Trading Symbol | EXPE22 | |
Security Exchange Name | NYSE | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001324424 | |
Current Fiscal Year End Date | --12-31 | |
Common stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 135,703,255 | |
Class B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,523,452 | |
The Nasdaq Global Select Market | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common stock, $0.0001 par value | |
Trading Symbol | EXPE | |
Security Exchange Name | NASDAQ |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Income Statement [Abstract] | |||||
Revenue | $ 566 | $ 3,153 | $ 2,775 | $ 5,762 | |
Costs and expenses: | |||||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | [1] | 389 | 500 | 1,018 | 990 |
Selling and marketing | [1] | 296 | 1,643 | 1,506 | 3,164 |
Technology and content | [1] | 255 | 304 | 563 | 601 |
General and administrative | [1] | 152 | 205 | 339 | 389 |
Depreciation and amortization | 232 | 228 | 461 | 456 | |
Impairment of goodwill | 20 | 0 | 785 | 0 | |
Impairment of intangible assets | 10 | 0 | 131 | 0 | |
Legal reserves, occupancy tax and other | 8 | 4 | (13) | 14 | |
Restructuring and related reorganization charges | 53 | 4 | 128 | 14 | |
Operating income (loss) | (849) | 265 | (2,143) | 134 | |
Other income (expense): | |||||
Interest income | 3 | 17 | 13 | 28 | |
Interest expense | (95) | (39) | (145) | (80) | |
Other, net | (12) | (8) | (157) | 12 | |
Total other expense, net | (104) | (30) | (289) | (40) | |
Income (loss) before income taxes | (953) | 235 | (2,432) | 94 | |
Provision for income taxes | 213 | (48) | 295 | (7) | |
Net income (loss) | (740) | 187 | (2,137) | 87 | |
Net (income) loss attributable to non-controlling interests | 4 | (4) | 100 | (7) | |
Net income (loss) attributable to Expedia Group, Inc. | (736) | 183 | (2,037) | 80 | |
Preferred stock dividend | (17) | 0 | (17) | 0 | |
Net income (loss) attributable to Expedia Group, Inc. common stockholders | $ (753) | $ 183 | $ (2,054) | $ 80 | |
Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders | |||||
Basic (in dollars per share) | $ (5.34) | $ 1.23 | $ (14.57) | $ 0.54 | |
Diluted (in dollars per share) | $ (5.34) | $ 1.21 | $ (14.57) | $ 0.53 | |
Shares used in computing earnings (loss) per share (000's): | |||||
Basic (in shares) | 141,072 | 149,049 | 140,947 | 148,468 | |
Diluted (in shares) | 141,072 | 151,561 | 140,947 | 151,057 | |
[1] | (1) Includes stock-based compensation as follows: Cost of revenue $ 3 $ 3 $ 6 $ 6 Selling and marketing 13 12 25 23 Technology and content 18 19 38 38 General and administrative 20 25 40 48 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Cost of revenue | ||||
Stock-based compensation | $ 3 | $ 3 | $ 6 | $ 6 |
Selling and marketing | ||||
Stock-based compensation | 13 | 12 | 25 | 23 |
Technology and content | ||||
Stock-based compensation | 18 | 19 | 38 | 38 |
General and administrative | ||||
Stock-based compensation | $ 20 | $ 25 | $ 40 | $ 48 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income (loss) | $ (740) | $ 187 | $ (2,137) | $ 87 | |
Currency translation adjustments, net of tax | [1] | 34 | 7 | (56) | 2 |
Comprehensive income (loss) | (706) | 194 | (2,193) | 89 | |
Less: Comprehensive income (loss) attributable to non-controlling interests | 2 | 10 | (100) | 5 | |
Less: Preferred stock dividend | 17 | 0 | 17 | 0 | |
Comprehensive income (loss) attributable to Expedia Group, Inc. common stockholders | $ (725) | $ 184 | $ (2,110) | $ 84 | |
[1] | Currency translation adjustments include tax benefit of $3 million and $1 million associated with net investment hedges for the three and six months ended June 30, 2020 and tax benefit of $2 million and tax expense of $1 million for the three and six months ended June 30, 2019 . |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Currency translation adjustments, tax expense (benefit) | $ (3) | $ (2) | $ (1) | $ 1 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 5,053 | $ 3,315 |
Restricted cash and cash equivalents | 1,311 | 779 |
Short-term investments | 422 | 526 |
Accounts receivable, net of allowance of $115 and $41 | 1,002 | 2,524 |
Income taxes receivable | 107 | 70 |
Prepaid expenses and other current assets | 1,049 | 521 |
Total current assets | 8,944 | 7,735 |
Property and equipment, net | 2,305 | 2,198 |
Operating lease right-of-use assets | 626 | 611 |
Long-term investments and other assets | 618 | 796 |
Deferred income taxes | 482 | 145 |
Intangible assets, net | 1,600 | 1,804 |
Goodwill | 7,330 | 8,127 |
TOTAL ASSETS | 21,905 | 21,416 |
Current liabilities: | ||
Accounts payable, merchant | 531 | 1,921 |
Accounts payable, other | 518 | 906 |
Deferred merchant bookings | 4,632 | 5,679 |
Deferred revenue | 197 | 321 |
Income taxes payable | 78 | 88 |
Accrued expenses and other current liabilities | 1,166 | 1,050 |
Current maturities of long-term debt | 750 | 749 |
Total current liabilities | 7,872 | 10,714 |
Long-term debt, excluding current maturities | 6,903 | 4,189 |
Revolving credit facility | 1,900 | 0 |
Deferred income taxes | 74 | 56 |
Operating lease liabilities | 543 | 532 |
Other long-term liabilities | 388 | 389 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Additional paid-in capital | 13,300 | 12,978 |
Treasury stock - Common stock, at cost | (10,087) | (9,673) |
Retained earnings (deficit) | (1,206) | 879 |
Accumulated other comprehensive income (loss) | (273) | (217) |
Total Expedia Group, Inc. stockholders’ equity | 1,734 | 3,967 |
Non-redeemable non-controlling interests | 1,469 | 1,569 |
Total stockholders’ equity | 3,203 | 5,536 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 21,905 | 21,416 |
Series A Preferred Stock | ||
Mezzanine Equity: | ||
Series A Preferred Stock | 1,022 | 0 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock | 0 | 0 |
Common stock | ||
Stockholders’ equity: | ||
Common stock | 0 | 0 |
Total stockholders’ equity | 0 | 0 |
Common stock | Class B Common Stock | ||
Stockholders’ equity: | ||
Total stockholders’ equity | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Accounts receivable, allowance | $ 115 | $ 41 |
Treasury stock - Common stock, Shares | 130,670,000 | 126,893,000 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 1,200,000 | 0 |
Preferred stock, shares outstanding (in shares) | 1,200,000 | 0 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized shares (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 12,800,000 | 12,800,000 |
Common stock, shares outstanding (in shares) | 5,523,000 | 5,523,000 |
Treasury stock - Common stock, Shares | 7,300,000 | 7,300,000 |
Common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized shares (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued (in shares) | 259,085,000 | 256,692,000 |
Common stock, shares outstanding (in shares) | 135,691,000 | 137,076,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Operating activities: | ||
Net income (loss) | $ (2,137) | $ 87 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation of property and equipment, including internal-use software and website development | 376 | 352 |
Amortization of intangible assets | 85 | 104 |
Impairment of goodwill and intangible assets | 916 | 0 |
Amortization of stock-based compensation | 109 | 115 |
Deferred income taxes | (279) | (15) |
Foreign exchange (gain) loss on cash, restricted cash and short-term investments, net | 65 | (13) |
Realized gain on foreign currency forwards | (79) | (16) |
(Gain) loss on minority equity investments, net | 195 | (12) |
Provision for credit losses and other, net | 119 | (13) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,479 | (742) |
Prepaid expenses and other assets | (585) | (7) |
Accounts payable, merchant | (1,389) | 271 |
Accounts payable, other, accrued expenses and other liabilities | (244) | 436 |
Tax payable/receivable, net | (82) | (143) |
Deferred merchant bookings | (1,058) | 2,726 |
Deferred revenue | (121) | 157 |
Net cash provided by (used in) operating activities | (2,630) | 3,287 |
Investing activities: | ||
Capital expenditures, including internal-use software and website development | (493) | (573) |
Purchases of investments | (685) | (636) |
Sales and maturities of investments | 761 | 27 |
Other, net | 76 | 16 |
Net cash provided by (used in) investing activities | (341) | (1,166) |
Financing activities: | ||
Revolving credit facility borrowings | 1,900 | 0 |
Proceeds from issuance of long-term debt, net of issuance costs | 2,714 | 0 |
Net proceeds from issuance of preferred stock and warrants | 1,132 | 0 |
Purchases of treasury stock | (414) | (29) |
Payment of dividends to common stockholders | (48) | (95) |
Payment of preferred stock dividends | (17) | 0 |
Proceeds from exercise of equity awards and employee stock purchase plan | 96 | 156 |
Other, net | (30) | 2 |
Net cash provided by financing activities | 5,333 | 34 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents | (93) | 20 |
Net increase in cash, cash equivalents and restricted cash and cash equivalents | 2,269 | 2,175 |
Cash, cash equivalents and restricted cash and cash equivalents at beginning of period | 4,097 | 2,705 |
Cash, cash equivalents and restricted cash and cash equivalents at end of period | 6,366 | 4,880 |
Supplemental cash flow information | ||
Cash paid for interest | 118 | 87 |
Income tax payments, net | $ 63 | $ 157 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Common stock | Common stockClass B common stock | Additional paid-in capital | Treasury stock | Retained earnings (deficit) | Retained earnings (deficit)Cumulative Effect, Period of Adoption, Adjustment | Accumulated other comprehensive income (loss) | Non-redeemable non-controlling interest |
Beginning balance (in shares) at Dec. 31, 2018 | 231,492,986 | 12,799,999 | 97,158,586 | |||||||
Beginning balance at Dec. 31, 2018 | $ 5,651 | $ 6 | $ 0 | $ 0 | $ 9,549 | $ (5,742) | $ 517 | $ 6 | $ (220) | $ 1,547 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 87 | 80 | 7 | |||||||
Other comprehensive income (loss), net of taxes | 2 | 4 | (2) | |||||||
Payment of dividends to common stockholders | (95) | (95) | ||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares) | 2,609,200 | |||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans | 156 | 156 | ||||||||
Withholding taxes for stock options | (2) | (2) | ||||||||
Treasury stock activity related to vesting of equity instruments (in shares) | 225,626 | |||||||||
Treasury stock activity related to vesting of equity instruments | (29) | $ (29) | ||||||||
Other changes in ownership of non-controlling interests | 10 | (3) | 13 | |||||||
Stock-based compensation expense | 119 | 119 | ||||||||
Other | 2 | 2 | ||||||||
Ending balance (in shares) at Jun. 30, 2019 | 234,102,186 | 12,799,999 | 97,384,212 | |||||||
Ending balance at Jun. 30, 2019 | 5,907 | $ 0 | $ 0 | 9,821 | $ (5,771) | 508 | (216) | 1,565 | ||
Beginning balance (in shares) at Mar. 31, 2019 | 233,294,034 | 12,799,999 | 97,355,708 | |||||||
Beginning balance at Mar. 31, 2019 | 5,634 | $ 0 | $ 0 | 9,694 | $ (5,767) | 373 | (217) | 1,551 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 187 | 183 | 4 | |||||||
Other comprehensive income (loss), net of taxes | 7 | 1 | 6 | |||||||
Payment of dividends to common stockholders | (48) | (48) | ||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares) | 808,152 | |||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans | 65 | 65 | ||||||||
Withholding taxes for stock options | (2) | (2) | ||||||||
Treasury stock activity related to vesting of equity instruments (in shares) | 28,504 | |||||||||
Treasury stock activity related to vesting of equity instruments | (4) | $ (4) | ||||||||
Other changes in ownership of non-controlling interests | 4 | 4 | ||||||||
Stock-based compensation expense | 63 | 63 | ||||||||
Other | 1 | 1 | ||||||||
Ending balance (in shares) at Jun. 30, 2019 | 234,102,186 | 12,799,999 | 97,384,212 | |||||||
Ending balance at Jun. 30, 2019 | 5,907 | $ 0 | $ 0 | 9,821 | $ (5,771) | 508 | (216) | 1,565 | ||
Beginning balance (in shares) at Dec. 31, 2019 | 256,691,777 | 12,799,999 | 126,892,525 | |||||||
Beginning balance at Dec. 31, 2019 | 5,536 | $ 0 | $ 0 | 12,978 | $ (9,673) | 879 | (217) | 1,569 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (2,137) | (2,037) | (100) | |||||||
Other comprehensive income (loss), net of taxes | (56) | (56) | ||||||||
Payment of dividends to common stockholders | (48) | (48) | ||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares) | 2,393,155 | |||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans | 96 | 96 | ||||||||
Treasury stock activity related to vesting of equity instruments (in shares) | 393,099 | |||||||||
Treasury stock activity related to vesting of equity instruments | (44) | $ (44) | ||||||||
Other changes in ownership of non-controlling interests | 10 | 10 | ||||||||
Stock-based compensation expense | 118 | 118 | ||||||||
Other | 1 | 1 | ||||||||
Other (in shares) | 20,630 | |||||||||
Common stock warrants, net of issuance costs | $ 110 | 110 | ||||||||
Common stock repurchases (in shares) | 3,400,000 | 3,364,119 | ||||||||
Common stock repurchases | $ (370) | $ (370) | ||||||||
Payment of preferred dividends | (17) | (17) | ||||||||
Adjustment to the fair value of redeemable non-controlling interests | 4 | 4 | ||||||||
Ending balance (in shares) at Jun. 30, 2020 | 259,084,932 | 12,799,999 | 130,670,373 | |||||||
Ending balance at Jun. 30, 2020 | 3,203 | $ 0 | $ 0 | 13,300 | $ (10,087) | (1,206) | (273) | 1,469 | ||
Beginning balance (in shares) at Mar. 31, 2020 | 258,769,812 | 12,799,999 | 130,592,112 | |||||||
Beginning balance at Mar. 31, 2020 | 3,741 | $ 0 | $ 0 | 13,124 | $ (10,083) | (470) | (301) | 1,471 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (740) | (736) | (4) | |||||||
Other comprehensive income (loss), net of taxes | 34 | 28 | 6 | |||||||
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares) | 315,120 | |||||||||
Proceeds from exercise of equity instruments and employee stock purchase plans | 10 | 10 | ||||||||
Treasury stock activity related to vesting of equity instruments (in shares) | 57,631 | |||||||||
Treasury stock activity related to vesting of equity instruments | (4) | $ (4) | ||||||||
Other changes in ownership of non-controlling interests | 5 | 9 | (4) | |||||||
Stock-based compensation expense | 59 | 59 | ||||||||
Other | 1 | 1 | ||||||||
Other (in shares) | 20,630 | |||||||||
Common stock warrants, net of issuance costs | 110 | 110 | ||||||||
Payment of preferred dividends | (17) | (17) | ||||||||
Adjustment to the fair value of redeemable non-controlling interests | 4 | 4 | ||||||||
Ending balance (in shares) at Jun. 30, 2020 | 259,084,932 | 12,799,999 | 130,670,373 | |||||||
Ending balance at Jun. 30, 2020 | $ 3,203 | $ 0 | $ 0 | $ 13,300 | $ (10,087) | $ (1,206) | $ (273) | $ 1,469 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends declared per common share (in dollars per share) | $ 0.32 | $ 0.34 | $ 0.64 | |
Preferred dividends declared per common share (in dollars per share) | $ 14.02 | $ 14.02 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Description of Business Expedia Group, Inc. and its subsidiaries provide travel products and services to leisure and corporate travelers in the United States and abroad as well as various media and advertising offerings to travel and non-travel advertisers. These travel products and services are offered through a diversified portfolio of brands including: Brand Expedia ® , Hotels.com ® , Expedia ® Partner Solutions, Vrbo ®, Egencia ® , trivago ® , HomeAway ®, Orbitz ® , Travelocity ® , Hotwire ® , Wotif ® , ebookers ®, CheapTickets ®, Expedia Group™ Media Solutions, Expedia Local Expert ® , CarRentals.com TM , Expedia ® CruiseShipCenters ® , Classic Vacations ® , Traveldoo ®, VacationRentals.com and SilverRail TM . In addition, many of these brands have related international points of sale. We refer to Expedia Group, Inc. and its subsidiaries collectively as “Expedia Group,” the “Company,” “us,” “we” and “our” in these consolidated financial statements. COVID-19 During the quarter ended June 30, 2020, travel booking volumes remain significantly below prior year levels and cancellation levels remain elevated compared to pre-COVID levels. We have seen varying degrees of containment of the virus in certain countries and some signs of travel recovery; however, the degree of containment and the recovery in travel, has varied country to country and there have been instances where cases of COVID-19 have started to increase again after a period of decline. Additionally, many travel restrictions and quarantine orders remain in place. Overall, the full duration and total impact of COVID-19 remains uncertain and it is difficult to predict how the recovery will unfold for the travel industry and, in particular, our business. Due to the high degree of cancellations and customer refunds and lower new bookings in the merchant business model, the Company experienced unfavorable working capital trends and material negative cash flow in the second quarter of 2020, although the level of negative cash flow moderated as booking trends improved and cancellations stabilized during the quarter. We expect cash flow to remain negative until the decline in new merchant bookings improves further with cancellations either remaining stable or moderating further. For a discussion on incremental credit losses and allowance impacts related to our accounts receivable and prepaid merchant bookings, see Note 2 – Summary of Significant Accounting Policies . For a discussion of goodwill and intangible asset impairments recognized in conjunction with this pandemic, see Note 3 – Fair Value Measurements . For a discussion of recent actions to strengthen our liquidity position in the current environment, see Note 4 – Debt , Note 5 – Capital Stock - Preferred Stock and Warrants, as well as Note 11 – Subsequent Events . Basis of Presentation These accompanying financial statements present our results of operations, financial position and cash flows on a consolidated basis. The unaudited consolidated financial statements include Expedia Group, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We have eliminated significant intercompany transactions and accounts. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 , previously filed with the Securities and Exchange Commission (“SEC”). trivago is a separately listed company on the Nasdaq Global Select Market and, therefore is subject to its own reporting and filing requirements, which could result in possible differences that are not expected to be material to Expedia Group. Accounting Estimates We use estimates and assumptions in the preparation of our interim unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our interim unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our interim unaudited consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; deferred loyalty rewards; acquisition purchase price allocations; stock-based compensation; accounting for derivative instruments and provisions for credit losses, customer refunds and chargebacks. The COVID-19 pandemic has created and may continue to create significant uncertainty in macroeconomic conditions, which may cause further business disruptions and adversely impact our results of operations. As a result, many of our estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, our estimates may change materially in future periods. Reclassifications We have reclassified prior period financial statements to conform to the current period presentation. During the first quarter of 2020, we reclassified depreciation expense from within our operating expense line items on our consolidated statements of operations to be included with intangible asset amortization expense. The following table presents a summary of the amounts as reported and as reclassified in our consolidated statements of operations for the three and six months ended June 30, 2019: Three months ended June 30, 2019 Six months ended June 30, 2019 As reported As reclassified As reported As reclassified (In millions) Cost of revenue $ 522 $ 500 $ 1,035 $ 990 Selling and marketing 1,657 1,643 3,192 3,164 Technology and content 435 304 864 601 General and administrative 214 205 405 389 Depreciation and amortization 52 228 104 456 Seasonality We generally experience seasonal fluctuations in the demand for our travel services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of our travel services, including merchant and agency hotel, is recognized as the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks for our hotel business and can be several months or more for our alternative accommodations business. Historically, Vrbo has seen seasonally stronger bookings in the first quarter of the year, with the relevant stays occurring during the peak summer travel months. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. Furthermore, operating profits for our primary advertising business, trivago, have typically been experienced in the second half of the year, particularly the fourth quarter, as selling and marketing costs offset revenue in the first half of the year as we typically increase marketing during the busy booking period for spring, summer and winter holiday travel. As a result on a consolidated basis, revenue and income are typically the lowest in the first quarter and highest in the third quarter. The growth of our international operations, advertising business or a change in our product mix, including the growth of Vrbo, may influence the typical trend of the seasonality in the future. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Recently Adopted Accounting Policies Measurement of Credit Losses on Financial Instruments. As of January 1, 2020, we adopted the Accounting Standards Updates (“ASU”) guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities, using the modified retrospective method. The new guidance replaced the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Upon adoption, this new guidance did not have a material impact on our consolidated financial statements and no cumulative-effect adjustment to retained earnings was made. Cloud Computing Arrangements. As of January 1, 2020, we adopted the new ASU guidance on the accounting for implementation costs incurred for a cloud computing arrangement that is a service contract using the prospective method. The update conformed the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting guidance that provides for capitalization of costs incurred to develop or obtain internal-use-software. The adoption of this new guidance did not have a material impact on our consolidated financial statements. Fair Value Measurements. As of January 1, 2020, we adopted the new ASU guidance related to the disclosure requirements on fair value measurements, which removed, modified or added certain disclosures using the prospective method. The adoption of this new guidance did not have a material impact on our consolidated financial statements. Guarantor Financial Information. In March 2020, the SEC amended Rule 3-10 of Regulation S-X regarding financial disclosure requirements for registered debt offerings involving subsidiaries as either issuers or guarantors and affiliates whose securities are pledged as collateral. This new guidance narrows the circumstances that require separate financial statements of subsidiary issuers and guarantors and streamlines the alternative disclosures required in lieu of those statements. We adopted these amendments for the quarter ended March 31, 2020. Accordingly, combined summarized financial information has been presented only for the issuer and guarantors of our senior notes for the most recent fiscal year and the year-to-date interim period, and the location of the required disclosures has been removed from the Notes to the Consolidated Financial Statements and moved to Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Recent Accounting Policies Not Yet Adopted Simplifying the Accounting for Income Taxes. In December 2019, the Financial Accounting Standards Board issued new guidance to simplify the accounting for income taxes. This new standard eliminates certain exceptions in current guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. For public business entities, this guidance is effective for interim or annual periods beginning after December 15, 2020, with early adoption permitted in any interim period within that year. We are currently evaluating the impact of this guidance on our consolidated financial statements and the timing of adoption Investments - equity securities; Investments - Equity Method and Joint Ventures; Derivatives and Hedging. In January 2020, the FASB issued an accounting standards update which clarifies the interaction between the accounting for investments in equity securities, equity method investments and certain derivative instruments. The new standard is expected to reduce diversity in practice and increase comparability of the accounting for these interactions. The standards update is effective for interim or annual periods beginning after December 15, 2020, with early adoption permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements and the timing of adoption. Significant Accounting Policies Below are the significant accounting policies updated during 2020 as a result of the recently adopted accounting policies noted above as well as certain other accounting policies with interim disclosure requirements. For a comprehensive description of our accounting policies, refer to our Annual Report on Form 10-K for the year ended December 31, 2019. Revenue Prepaid Merchant Bookings. We classify payments made to suppliers in advance of our performance obligations as prepaid merchant bookings included within prepaid and other current assets. Prepaid merchant bookings was $579 million as of June 30, 2020 , which is net of a $11 million reserve for future collectibility risk in consideration of the impact of the COVID-19 pandemic on the economy, and $226 million as of December 31, 2019. Deferred Merchant Bookings. We classify cash payments received in advance of our performance obligations as deferred merchant bookings. At December 31, 2019, $4.898 billion of cash advance cash payments was reported within deferred merchant bookings, $3.173 billion of which was recognized resulting in $506 million of revenue during the six months ended June 30, 2020 . At June 30, 2020 , the related balance was $3.842 billion . At December 31, 2019, $781 million of deferred loyalty rewards was reported within deferred merchant bookings, $209 million of which was recognized within revenue during the six months ended June 30, 2020 . At June 30, 2020 , the related balance was $790 million . Deferred Revenue. At December 31, 2019, $321 million was recorded as deferred revenue, $159 million of which was recognized as revenue during the six months ended June 30, 2020 . At June 30, 2020 , the related balance was $197 million . Practical Expedients and Exemptions. We have used the portfolio approach to account for our loyalty points as the rewards programs share similar characteristics within each program in relation to the value provided to the traveler and their breakage patterns. Using this portfolio approach is not expected to differ materially from applying the guidance to individual contracts. However, we will continue to assess and refine, if necessary, how a portfolio within each rewards program is defined. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Cash, Restricted Cash and Cash Equivalents Our cash and cash equivalents include cash and liquid financial instruments, including money market funds and term deposit investments, with maturities of three months or less when purchased. Restricted cash includes cash and cash equivalents that is restricted through legal contracts, regulations or our intention to use the cash for a specific purpose. Our restricted cash primarily relates to certain traveler deposits and to a lesser extent collateral for office leases. The following table reconciles cash, cash equivalents and restricted cash reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows: June 30, December 31, (in millions) Cash and cash equivalents $ 5,053 $ 3,315 Restricted cash and cash equivalents 1,311 779 Restricted cash included within long-term investments and other assets 2 3 Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow $ 6,366 $ 4,097 Accounts Receivable and Allowances Accounts receivable are generally due within thirty days and are recorded net of an allowance for expected uncollectible amounts. We consider accounts outstanding longer than the contractual payment terms as past due. The risk characteristics we generally review when analyzing our accounts receivable pools primarily include the type of receivable (for example, credit card vs hotel collect), collection terms and historical or expected credit loss patterns. For each pool, we make estimates of expected credit losses for our allowance by considering a number of factors, including the length of time trade accounts receivable are past due, previous loss history continually updated for new collections data, the credit quality of our customers, current economic conditions, reasonable and supportable forecasts of future economic conditions and other factors that may affect our ability to collect from customers. The provision for estimated credit losses is recorded as cost of revenue in our consolidated statements of operations. During the six months ended June 30, 2020, we recorded approximately $82 million of incremental allowance for expected uncollectible amounts, including estimated future losses in consideration of the impact of COVID-19 pandemic on the economy and the Company, partially offset by $8 million |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 3 – Fair Value Measurements Financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2020 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In millions) Assets Cash equivalents: Money market funds $ 458 $ 458 $ — Term deposits 107 — 107 Derivatives: Foreign currency forward contracts 12 — 12 Investments: Term deposits 422 — 422 Marketable equity securities 69 69 — Total assets $ 1,068 $ 527 $ 541 Financial assets measured at fair value on a recurring basis as of December 31, 2019 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In millions) Assets Cash equivalents: Money market funds $ 36 $ 36 $ — Term deposits 865 — 865 U.S. treasury securities 10 10 — Investments: Term deposits 526 — 526 Marketable equity securities 129 129 — Total assets $ 1,566 $ 175 $ 1,391 Liabilities Derivatives: Foreign currency forward contracts $ 8 $ — $ 8 We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input. As of June 30, 2020 and December 31, 2019 , our cash and cash equivalents consisted primarily of term deposits with maturities of three months or less and bank account balances. We hold term deposit investments with financial institutions. Term deposits with original maturities of less than three months are classified as cash equivalents and those with remaining maturities of less than one year are classified within short-term investments. Our marketable equity securities consist of our investment in Despegar, a publicly traded company, which is included in long-term investments and other assets in our consolidated balance sheets. During the six months ended June 30, 2020 and 2019, we recognized a gain (loss) of approximately $(60) million and $14 million within other, net in our consolidated statements of operations related to the fair value changes of this equity investment. Derivative instruments are carried at fair value on our consolidated balance sheets. We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. Our goal in managing our foreign exchange risk is to reduce, to the extent practicable, our potential exposure to the changes that exchange rates might have on our earnings, cash flows and financial position. Our foreign currency forward contracts are typically short-term and, as they do not qualify for hedge accounting treatment, we classify the changes in their fair value in other, net. As of June 30, 2020 , we were party to outstanding forward contracts hedging our liability and revenue exposures with a total net notional value of $2.4 billion . We had a net forward asset of $12 million ( $37 million gross forward asset) as of June 30, 2020 recorded in prepaid expenses and other current assets and a net forward liability of $8 million ( $30 million gross forward liability) as of December 31, 2019 recorded in accrued expenses and other current liabilities. We recorded $(6) million in net gains (losses) from foreign currency forward contracts during both of the three months ended June 30, 2020 and 2019 as well as $100 million and $(12) million in net gains (losses) from foreign currency forward contracts during the six months ended June 30, 2020 and 2019. Assets Measured at Fair Value on a Non-recurring Basis Our non-financial assets, such as goodwill, intangible assets and property and equipment, as well as equity method investments, are adjusted to fair value when an impairment charge is recognized or the underlying investment is sold. Such fair value measurements are based predominately on Level 3 inputs. We measure our minority investments that do not have readily determinable fair values at cost less impairment, adjusted by observable price changes with changes recorded within other, net on our consolidated statements of operations. Goodwill . During the first quarter of 2020, we recognized goodwill impairment charges of $765 million , of which $539 million related to our Retail segment , primarily our Vrbo reporting unit, and $226 million related to our trivago segment. These impairment charges resulted from the significant negative impact related to COVID-19, which has had a severe effect on the entire global travel industry. As a result, we concluded that sufficient indicators existed to require us to perform an interim quantitative assessment of goodwill as of March 31, 2020 in which we compared the fair value of the reporting units to their carrying value. The fair value estimates for all reporting units except trivago were based on a blended analysis of the present value of future discounted cash flows and market value approach, Level 3 inputs. The significant estimates used in the discounted cash flows model included our weighted average cost of capital, projected cash flows and the long-term rate of growth. Our assumptions were based on the actual historical performance of the reporting unit and took into account the recent severe and continued weakening of operating results as well as the anticipated rate of recovery, and implied risk premiums based on market prices of our equity and debt as of the assessment dates. Our significant estimates in the market approach model included identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment and assessing comparable revenue and earnings multiples in estimating the fair value of the reporting unit. The fair value estimate for the trivago reporting unit was based on trivago’s stock price, a Level 1 input, adjusted for an estimated control premium. The excess of the reporting unit's carrying value over our estimate of the fair value was recorded as the goodwill impairment charge in the first quarter of 2020. In addition, during the second quarter of 2020, we recognized goodwill impairment charges of $20 million related to a recent decision to streamline operations for a smaller brand within our Retail segment. As of June 30, 2020, the applicable reporting units within our Retail segment had $2.2 billion goodwill remaining and our trivago segment had $315 million goodwill remaining. Intangible Assets . During the first quarter of 2020, also as a result of the significant negative impact related to COVID-19, which has had a severe effect on the entire global travel industry, we recognized intangible asset impairment charges of $121 million . The impairment charges were primarily related to indefinite-lived trade names within our Retail segment and resulted from changes in estimated future revenues of the related brands. The assets, classified as Level 3 measurements, were written down to $237 million based on valuation using the relief-from-royalty method, which includes unobservable inputs, including royalty rates and projected revenues. In addition, during the second quarter of 2020, we recognized intangible impairment charges of $10 million primarily related to supplier relationship assets that were entirely written off in connection with our recent decision to streamline a smaller brand within our Retail segment. The full duration and total impact of COVID-19 remains uncertain and it is difficult to predict how the recovery will unfold for global economies, the travel industry or our business. As a result, we may continue to record impairment charges in the future due to the potential long-term economic impact and near-term financial impacts of the COVID-19 pandemic. Minority Investments without Readily Determinable Fair Values. As of June 30, 2020 and December 31, 2019 , the carrying values of our minority investments without readily determinable fair values totaled $331 million and $467 million . During the three and six months ended June 30, 2020 , we recorded $21 million and $134 million of impairment losses related to a minority investment, which had recent observable and orderly transactions for similar investments, using an option pricing model that utilizes judgmental inputs such as discounts for lack of marketability and estimated exit event timing. As of June 30, 2020, total cumulative adjustments made to the initial cost bases of these investments included $103 million in unrealized downward adjustments (including impairments). During the three and six months ended June 30, 2019 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Note 4 – Debt The following table sets forth our outstanding debt: June 30, December 31, (In millions) 5.95% senior notes due 2020 $ 750 $ 749 2.5% (€650 million) senior notes due 2022 729 725 4.5% senior notes due 2024 497 497 6.25% senior notes due 2025 1,970 — 7.0% senior notes due 2025 739 — 5.0% senior notes due 2026 744 743 3.8% senior notes due 2028 992 992 3.25% senior notes due 2030 1,232 1,232 Long-term debt (1) 7,653 4,938 Current maturities of long-term debt (750 ) (749 ) Long-term debt, excluding current maturities $ 6,903 $ 4,189 Revolving credit facility $ 1,900 $ — _______________ (1) Net of applicable discounts and debt issuance costs. Outstanding Debt Our $750 million in registered senior unsecured notes outstanding at June 30, 2020 are due in August 2020 and bear interest at 5.95% (the “ 5.95% Notes”). The 5.95% Notes were issued at 99.893% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in February and August of each year. We may redeem the 5.95% Notes at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium, in whole or in part. Our Euro 650 million in registered senior unsecured notes outstanding at June 30, 2020 are due in June 2022 and bear interest at 2.5% (the “ 2.5% Notes”). The 2.5% Notes were issued at 99.525% of par resulting in a discount, which is being amortized over their life. Interest is payable annually in arrears in June of each year. We may redeem the 2.5% Notes at our option, at whole or in part, at any time or from time to time. If we elect to redeem the 2.5% Notes prior to March 3, 2022, we may redeem them at a specified “make-whole” premium. If we elect to redeem the 2.5% Notes on or after March 3, 2022, we may redeem them at a redemption price of 100% of the principal plus accrued and unpaid interest. Subject to certain limited exceptions, all payments of interest and principal for the 2.5% Notes will be made in Euros. The aggregate principal value of the 2.5% Notes is designated as a hedge of our net investment in certain Euro functional currency subsidiaries. The notes are measured at Euro to U.S. Dollar exchange rates at each balance sheet date and transaction gains or losses due to changes in rates are recorded in accumulated other comprehensive income (loss) (“AOCI”). The Euro-denominated net assets of these subsidiaries are translated into U.S. Dollars at each balance sheet date, with effects of foreign currency changes also reported in AOCI. Since the notional amount of the recorded Euro-denominated debt is less than the notional amount of our net investment, we do not expect to incur any ineffectiveness on this hedge. Our $500 million in registered senior unsecured notes outstanding at June 30, 2020 are due in August 2024 and bear interest at 4.5% (the “ 4.5% Notes”). The 4.5% Notes were issued at 99.444% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in February and August of each year. We may redeem the 4.5% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 4.5% Notes prior to May 15, 2024, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 4.5% Notes on or after May 15, 2024, we may redeem them at a redemption price of 100% of the principal plus accrued interest. In May 2020, we privately placed $2 billion of senior unsecured notes that are due in May 2025 that bear interest at 6.250% (the “ 6.25% Notes”). The 6.25% Notes were issued at a price of 100% of the aggregate principal amount. Interest is payable semi-annually in arrears in May and November of each year, beginning November 1, 2020. We may redeem some or all of the 6.25% Notes at any time prior to February 1, 2025 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 6.25% Notes on or after February 1, 2025 at par plus accrued and unpaid interest, if any. In May 2020, we also privately placed $750 million of senior unsecured notes due May 2025 that bear interest at 7.000% (the “ 7.0% Notes”). The 7.0% Notes were issued at a price of 100% of the aggregate principal amount. Interest is payable semi-annually in arrears in May and November of each year, beginning November 1, 2020. We may redeem some or all of the 7.0% Notes at any time prior to May 1, 2022 at a redemption price equal to 100% of the principal amount of the 7.0% Notes to be redeemed, plus a “make-whole” premium, plus accrued and unpaid interest, if any. We may redeem some or all of the 7.0% Notes on or after May 1, 2022 at specified redemption prices set forth in the 7.0% Indenture, plus accrued and unpaid interest, if any. In addition, at any time or from time to time prior to May 1, 2022, we may redeem up to 40% of the aggregate principal amount of the 7.0% Notes with the net proceeds of certain equity offerings at the specified redemption price described in the 7.0% Indenture, plus accrued and unpaid interest, if any. Our $750 million in registered senior unsecured notes outstanding at June 30, 2020 are due in February 2026 and bear interest at 5.0% (the “ 5.0% Notes”). The 5.0% Notes were issued at 99.535% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 5.0% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 5.0% Notes prior to November 12, 2025, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 5.0% Notes on or after November 12, 2025, we may redeem them at a redemption price of 100% of the principal plus accrued interest. Our $1 billion in registered senior unsecured notes outstanding at June 30, 2020 are due in February 2028 and bear interest at 3.8% (the “ 3.8% Notes”). The 3.8% Notes were issued at 99.747% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 3.8% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 3.8% Notes prior to November 15, 2027, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 3.8% Notes on or after November 15, 2027, we may redeem them at a redemption price of 100% of the principal plus accrued interest. In September 2019, we privately placed $1.25 billion of senior unsecured notes that are due in February 2030 and bear interest at 3.25% . In February 2020, we completed an offer to exchange these notes for registered notes having substantially the same financial terms and covenants as the original notes (the unregistered and registered notes collectively, the “ 3.25% Notes”). The 3.25% Notes were issued at 99.225% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 3.25% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 3.25% Notes prior to November 15, 2029, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 3.25% Notes on or after November 15, 2029, we may redeem them at a redemption price of 100% of the principal plus accrued interest. In July 2020, we privately placed an additional $1.25 billion in unsecured senior notes. See Note 11 – Subsequent Events for additional information. The 5.95% , 2.5% , 4.5% , 5.0% , 3.8% , 3.25% , 6.25% and 7.0% Notes (collectively the “Notes”) are senior unsecured obligations issued by Expedia Group and guaranteed by certain domestic Expedia Group subsidiaries. The Notes rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations of Expedia Group and the guarantor subsidiaries. In addition, the Notes include covenants that limit our ability to (i) create certain liens, (ii) enter into sale/leaseback transactions and (iii) merge or consolidate with or into another entity or transfer substantially all of our assets. Accrued interest related to the Notes was $98 million and $76 million as of June 30, 2020 and December 31, 2019 . The Notes are redeemable in whole or in part, at the option of the holders thereof, upon the occurrence of certain change of control triggering events at a purchase price in cash equal to 101% of the principal plus accrued and unpaid interest. The following table sets forth the approximate fair value of our outstanding debt, which is based on quoted market prices in less active markets (Level 2 inputs): June 30, December 31, (In millions) 5.95% senior notes due 2020 $ 753 $ 767 2.5% (€650 million) senior notes due 2022 (1) 731 764 4.5% senior notes due 2024 518 536 6.25% senior notes due 2025 2,134 — 7.0% senior notes due 2025 790 — 5.0% senior notes due 2026 778 825 3.8% senior notes due 2028 960 1,021 3.25% senior notes due 2030 1,171 1,206 _______________ (1) Approximately 649 million Euro as of June 30, 2020 and 682 million Euro as of December 31, 2019 . Credit Facility As of December 31, 2019 , Expedia Group maintained a $2 billion unsecured revolving credit facility with a group of lenders, which was unconditionally guaranteed by certain domestic Expedia Group subsidiaries that were the same as under the Notes and expired in May 2023. The facility contained covenants including maximum leverage and minimum interest coverage ratios. As of December 31, 2019 , we had no revolving credit facility borrowings outstanding. On March 18, 2020, we borrowed $1.9 billion under the revolving credit facility. On May 4, 2020, the Company, certain of the Company’s subsidiaries party thereto and the lenders party thereto (the “Consenting Lenders”) executed a restatement agreement, which amends and restates our existing revolving credit facility (as amended and restated, the “Amended Credit Facility”) to, among other things, suspend the maximum leverage ratio covenant until December 31, 2021, increase the maximum permissible leverage ratio (once such covenant is reinstated) until March 31, 2023 (at which time the maximum permissible leverage ratio will return to the level in effect immediately prior to effectiveness of the Amended Credit Facility), eliminate the covenant imposing a minimum interest coverage ratio and add a covenant regarding minimum liquidity, as well as to make certain other amendments to the affirmative and negative covenants therein. The Amended Credit Facility became effective on May 5, 2020 (the “Amended Credit Facility Effective Date”). Obligations under the Amended Credit Facility are secured by substantially all of the assets of the Company and its subsidiaries that guarantee the Amended Credit Facility (subject to certain exceptions, including for our new headquarters located in Seattle, WA) up to the maximum amount permitted under the indentures governing the Notes and the Company’s existing 5.95% Notes, 2.5% Notes, 4.5% Notes, 5.0% Notes, 3.8% Notes and 3.25% Senior Notes (collectively, the “Existing Notes”) as of the Amended Credit Facility Effective Date without securing such notes. Aggregate commitments under the Amended Credit Facility initially total $2 billion , and will mature on May 31, 2023. Pursuant to the terms of the Amended Credit Facility, the Company agreed to use reasonable best efforts to enter into (and to cause certain of its subsidiaries, including certain of its subsidiaries that are not guarantors of the 6.25% and 7.0% Notes or the Existing Notes, to enter into), promptly after the Amended Credit Facility Effective Date, a new credit facility incurred by one or more of the Company’s subsidiaries that are not obligors with respect to the Amended Credit Facility, the 6.25% and 7.0% Notes or the Existing Notes and which will be guaranteed by the Company, its subsidiaries that guarantee the Amended Credit Facility, the 6.25% and 7.0% Notes and the Existing Notes and certain of the Company’s non-guarantor subsidiaries (the “Additional Credit Facility”), on specified terms in an aggregate principal amount up to approximately $855 million . Upon establishment of the Additional Credit Facility, the Company will prepay indebtedness, and reduce commitments, under the Amended Credit Facility, in an amount equal to the aggregate commitments in respect of the Additional Credit Facility. Loans under the Amended Credit Facility held by Consenting Lenders will bear interest (A) in the case of eurocurrency loans, at rates ranging from (i) prior to December 31, 2021, 2.35% per annum for any day that the aggregate unused commitments and funded exposure under the Amended Credit Facility exceed $1.145 billion to 2.25% per annum otherwise and (ii) on and after December 31, 2021, or prior to such date for each quarter that the leverage ratio, as of the end of the most recently ended fiscal quarter for which financial statements have been delivered, calculated on an annualized basis using consolidated EBITDA for the two most recently ended fiscal quarters included in such financial statements multiplied by two, is not greater than 5.00 :1.00, 1.10% to 1.85% per annum for any day that the aggregate unused commitments and funded exposure under the Amended Credit Facility exceed $1.145 billion and, otherwise, ranging from 1.00% to 1.75% per annum, in each case, depending on the Company’s credit ratings, and (B) in the case of base rate loans, at rates ranging from (i) prior to December 31, 2021, 1.35% per annum for any day that the aggregate unused commitments and funded exposure under the Amended Credit Facility exceed $1.145 billion to 1.25% per annum otherwise and (ii) on and after December 31, 2021, or prior to such date if the leverage ratio condition referred to above is satisfied, 0.10% to 0.85% per annum for any day that the aggregate unused commitments and funded exposure under the Amended Credit Facility exceed $1.145 billion , and, otherwise, ranging from 0.00% to 0.75% per annum, in each case, depending on the Company’s credit ratings. As of June 30, 2020 , $1.9 billion was outstanding under the Amended Credit Facility and the interest rate on the outstanding balance was 2.55% . The amount of stand-by letters of credit (“LOC”) issued under the prior credit facility as well as the Amended Credit Facility reduced the credit amount available. As of both June 30, 2020 and December 31, 2019 , there was $16 million of outstanding stand-by LOCs issued under the facilities. In addition, one of our international subsidiaries maintains a Euro 50 million uncommitted credit facility, which is guaranteed by Expedia Group, which may be terminated at any time by the lender. As of June 30, 2020 and December 31, 2019 , there were no |
Capital Stock
Capital Stock | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Note 5 – Capital Stock Preferred Stock and Warrants On May 5, 2020, we completed the sale of Series A Preferred Stock (as defined below) and warrants (the “Warrants”) to purchase our common stock (“Common Stock”) to AP Fort Holdings, L.P., an affiliate of Apollo Global Management, Inc. (the “Apollo Purchaser”) and SLP Fort Aggregator II, L.P. and SLP V Fort Holdings II, L.P., affiliates of Silver Lake Group, L.L.C. (the “Silver Lake Purchasers”) pursuant to the Company’s previously announced Investment Agreements, dated as of April 23, 2020, with the Apollo Purchaser and the Silver Lake Purchasers (together, the “Investment Agreements”). We issued and sold (1) to the Apollo Purchaser, pursuant to the Apollo Investment Agreement, 600,000 shares of the Company’s newly created Series A Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”) and warrants (the “Warrants”) to purchase 4.2 million shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), for an aggregate purchase price of $588 million and (2) to the Silver Lake Purchaser, pursuant to the Silver Lake Investment Agreement, 600,000 shares of Series A Preferred Stock and Warrants to purchase 4.2 million shares of Common Stock, for an aggregate purchase price of $588 million . At closing, we paid certain fees in an aggregate amount of $12 million to affiliates of the Apollo Purchaser and the Silver Lake Purchaser. On the terms and subject to the conditions set forth in the Investment Agreements, from and after the closing, (1) each of the Apollo Purchaser and the Silver Lake Purchaser designated one representative who was appointed to the Board of Directors of the Company (the “Board”) and (2) the Apollo Purchaser appointed one non-voting observer to the Board, in each case until such time as the applicable Purchaser and its Permitted Transferees (as defined in the Investment Agreements) no longer beneficially own (a) at least 50% of the shares of Series A Preferred Stock purchased by the applicable Purchaser under the Investment Agreement (unless the applicable Purchaser holds less than 50% of the shares of Series A Preferred Stock as a result of redemptions by the Company, in which case the reference to 50% shall be replaced with a reference to 20% ) and (b) Warrants and/or Common Stock for which the Warrants were exercised that represent in the aggregate and on an as exercised basis, at least 50% of the shares underlying the Warrants purchased by the applicable Purchaser under the Investment Agreement. The Investment Agreements (including the forms of Certificate of Designations, Warrants and Registration Rights Agreement) contain other customary covenants and agreements, including certain standstill provisions and customary preemptive rights. Certificate of Designations for Series A Preferred Stock. Dividends on each share of Series A Preferred Stock accrue daily on the Preference Amount (as defined below) at the then-applicable Dividend Rate (as defined below) and are payable semi-annually in arrears. As used herein, “Dividend Rate” with respect to the Series A Preferred Stock means (a) from the closing until the day immediately preceding the fifth anniversary of the closing, 9.5% per annum, (b) beginning on each of the fifth, sixth and seventh anniversaries of the closing, the then-applicable Dividend Rate shall be increased by 100 basis points on each such yearly anniversary, and (c) beginning on each of the eighth and ninth anniversaries of the closing date, the then-applicable Dividend Rate shall be increased by 150 basis points on each such yearly anniversary. The Dividend Rate is also subject to certain adjustments if the Company incurs indebtedness causing its leverage to exceed certain thresholds. Dividends are payable (a) until the third anniversary of the closing, either in cash or through an accrual of unpaid dividends (“Dividend Accrual”), at the Company’s option, (b) from the third anniversary of the closing until the sixth anniversary of the closing, either in cash or in a combination of cash and Dividend Accrual (with no more than 50% of the total amount of such Dividend being paid through a Dividend Accrual), at the Company’s option and (c) thereafter, in cash. The Series A Preferred Stock rank senior to the Common Stock and the Class B common stock, par value $0.0001 per share, of the Company (the “Class B Common Stock”) with respect to dividend rights, redemption rights and rights on the distribution of assets on any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company. At any time on or before the first anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 105.0% of the sum of the original liquidation preference of $1,000 per share of Series A Preferred Stock plus any Dividend Accruals (the “Preference Amount”), plus accrued and unpaid distributions as of the redemption date. Any time after the first anniversary of the closing but on or prior to the second anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 103.0% of the Preference Amount, plus accrued and unpaid distributions as of the redemption date. Any time after the second anniversary of the closing but on or prior to the third anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 102.0% of the Preference Amount, plus accrued and unpaid distributions as of the redemption date. Any time after the third anniversary of the closing but on or prior to the fourth anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 101.0% of the Preference Amount, plus accrued and unpaid distributions as of the redemption date. At any time after the fourth anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to the Preference Amount plus accrued and unpaid distributions as of the redemption date. In addition, upon the occurrence of a change of control, (i) we shall have the right, but not the obligation, to redeem any or all of the outstanding shares of Series A Preferred Stock at the then applicable redemption price, payable in cash and (ii) each holder will have the right, but not the obligation, to require the Company to redeem any or all of the outstanding shares of Series A Preferred Stock owned by such holder at the then applicable redemption price, payable in cash. The Series A Preferred Stock is not convertible into Common Stock or Class B Common Stock. Each holder of Series A Preferred Stock will have one vote per share on any matter on which holders of Series A Preferred are entitled to vote separately as a class (as described below), whether at a meeting or by written consent. The holders of shares of Series A Preferred Stock do not otherwise have any voting rights. The vote or consent of the holders of at least two-thirds of the shares of Series A Preferred Stock outstanding at such time, voting together as a separate class, is required in order for the Company to (i) amend, alter or repeal any provision of its Amended and Restated Certificate of Incorporation (including the certificates of designations relating to the Series A Preferred Stock) in a manner that would have an adverse effect on the rights, preferences or privileges of the Series A Preferred Stock, as applicable, (ii) issue, any capital stock ranking senior or pari passu to the Series A Preferred Stock, other than certain issuances to a governmental entity in connection with a financing transaction or (iii) liquidate, dissolve or wind up the Company. The Series A Preferred Stock is classified within temporary equity on our consolidated balance sheets due to provisions that could cause the equity to be redeemable at the option of the holder. However, such events that could cause the Series A Preferred Stock to become redeemable are not considered probable of occurring. As of June 30, 2020, the carrying value of the Series A Preferred Stock was $1,022 million , net of $68 million in initial discount and issuance costs as well as $110 million allocated on a relative fair value basis to the concurrently issued Warrants recorded to additional paid-in capital (as described below). The Series A Preferred Stock accumulated and we paid $17 million (or $14.02 per share of Series A Preferred Stock) of total dividends during the three and six months ended June 30, 2020. Warrants to Purchase Company Common Stock. Pursuant to the Investment Agreements, we issued to each of (1) the Silver Lake Purchasers (in the aggregate) and (2) the Apollo Purchaser, Warrants to purchase 4.2 million shares of Common Stock at an exercise price of $72.00 per share, subject to certain customary anti-dilution adjustments provided under the Warrants, including for stock splits, reclassifications, combinations and dividends or distributions made by the Company on the Common Stock. The Warrants are exercisable on a net share settlement basis. The Warrants expire ten years after the closing date. Registration Rights Agreement. In connection with and concurrently with the effective time of the transactions contemplated by the Investment Agreements, the Company, the Apollo Purchaser and the Silver Lake Purchasers entered into a Registration Rights Agreement (the “Registration Rights Agreement”), pursuant to which the Apollo Purchaser and the Silver Lake Purchasers are entitled to certain registration rights. Under the terms of the Registration Rights Agreement, the Apollo Purchaser and the Silver Lake Purchasers are entitled to customary registration rights with respect to the shares of Common Stock for which the Warrants may be exercised and, from and after the fifth anniversary of the closing, the Series A Preferred Stock. Dividends on our Common Stock The Executive Committee, acting on behalf of the Board of Directors, declared the following dividends during the periods presented: Declaration Date Dividend Per Share Record Date Total Amount (in millions) Payment Date Six Months Ended June 30, 2020 February 13, 2020 $ 0.34 March 10, 2020 $ 48 March 26, 2020 Six Months Ended June 30, 2019 February 6, 2019 0.32 March 7, 2019 47 March 27, 2019 May 1, 2019 0.32 May 23, 2019 48 June 13, 2019 During the second quarter of 2020, we suspended quarterly dividends on our common stock. We do not expect to declare future dividends on our common stock, at least until the current economic and operating environment improves. Treasury Stock As of June 30, 2020 , the Company’s treasury stock was comprised of approximately 123.4 million common stock and 7.3 million Class B shares. As of December 31, 2019 , the Company’s treasury stock was comprised of approximately 119.6 million shares of common stock and 7.3 million Class B shares. Share Repurchases. In April 2018, the Executive Committee, acting on behalf of the Board of Directors, authorized a repurchase of up to 15 million outstanding shares of our common stock. In December 2019, the Board of Directors authorized a repurchase of up to 20 million outstanding shares of our common stock. During the six months ended June 30, 2020, we repurchased, through open market transactions, 3.4 million shares under these authorizations for the total cost of $370 million , excluding transaction costs, representing an average repurchase price of $109.88 per share. As of June 30, 2020, there were approximately 23.3 million shares remaining under the 2018 and 2019 repurchase authorizations. There is no fixed termination date for the repurchases. Accumulated Other Comprehensive Loss The balance of accumulated other comprehensive loss as of June 30, 2020 and December 31, 2019 was comprised of foreign currency translation adjustments. These translation adjustments include foreign currency transaction losses at June 30, 2020 of $17 million ( $22 million before tax) and $15 million ( $19 million before tax) at December 31, 2019 associated with our 2.5% Notes. The 2.5% Notes are Euro-denominated debt designated as hedges of certain of our Euro-denominated net assets. See Note 4 – Debt |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The following table presents our basic and diluted earnings (loss) per share: Three months ended Six months ended 2020 2019 2020 2019 (In millions, except share and per share data) Net income (loss) attributable to Expedia Group, Inc. $ (736 ) $ 183 $ (2,037 ) $ 80 Preferred stock dividend (17 ) — (17 ) — Net income (loss) attributable to Expedia Group, Inc. common stockholders $ (753 ) $ 183 $ (2,054 ) $ 80 Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders: Basic $ (5.34 ) $ 1.23 $ (14.57 ) $ 0.54 Diluted (5.34 ) 1.21 (14.57 ) 0.53 Weighted average number of shares outstanding (000's): Basic 141,072 149,049 140,947 148,468 Dilutive effect of: Options to purchase common stock — 1,893 — 1,944 Other dilutive securities — 619 — 645 Diluted 141,072 151,561 140,947 151,057 Basic earnings per share is calculated using our weighted-average outstanding common shares. The earnings per share amounts are the same for common stock and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. Diluted earnings per share is calculated using our weighted-average outstanding common shares including the dilutive effect of stock awards and common stock warrants as determined under the treasury stock method. In periods when we recognize a net loss, we exclude the impact of outstanding stock awards and common stock warrants from the diluted loss per share calculation as their inclusion would have an antidilutive effect. For both of the three and six months ended June 30, 2020 , approximately 26 million of outstanding stock awards and common stock warrants have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive. For both of the three and six months ended June 30, 2019 , approximately 5 million of outstanding stock awards have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive. |
Restructuring and Related Reorg
Restructuring and Related Reorganization Charges | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Reorganization Charges | Restructuring and Related Reorganization Charges In February 2020, we committed to restructuring actions intended to simplify our businesses and improve operational efficiencies, which have resulted in headcount reductions, and, during the second quarter of 2020, the Company has continued to implement actions beyond our initial commitments. As a result, we recognized $53 million and $128 million in restructuring and related reorganization charges during the three and six months ended June 30, 2020 . Based on current plans, which are subject to change, we expect total reorganization charges in the remainder of 2020 and into 2021 of approximately $60 million . However, we continue to actively evaluate additional cost reduction efforts and should we make decisions in future periods to take further actions we will incur additional reorganization charges. We also engaged in certain smaller scale restructure actions in 2019 to centralize and migrate certain operational functions and systems, for which we recognized $4 million and $14 million in restructuring and related reorganization charges during the three and six months ended June 30, 2019 , which were primarily related to severance and benefits. The following table summarizes the restructuring and related reorganization activity for the six months ended June 30, 2020 : Employee Severance and Benefits Other Total (In millions) Accrued liability as of January 1, 2020 $ 11 $ 6 $ 17 Charges 122 6 128 Payments (65 ) (12 ) (77 ) Accrued liability as of June 30, 2020 $ 68 $ — $ 68 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We determine our provision for income taxes for interim periods using an estimate of our annual effective tax rate. We record any changes affecting the estimated annual effective tax rate in the interim period in which the change occurs, including discrete items. For the three months ended June 30, 2020 , the effective tax rate was a 22.3% benefit on a pre-tax loss , compared to a 20.4% expense on a pre-tax income for the three months ended June 30, 2019 . The change in the effective tax rate was primarily due to discrete tax benefits in the prior year period. For the six months ended June 30, 2020 , the effective tax rate was a 12.1% benefit on a pre-tax loss , compared to a 7.2% expense on a pre-tax income for the six months ended June 30, 2019 . The change in the effective tax rate was primarily driven by the nondeductible impairment charges and a valuation allowance principally related to unrealized capital losses in the first quarter of 2020. We are subject to taxation in the United States and foreign jurisdictions. Our income tax filings are regularly examined by federal, state and foreign tax authorities. We filed a protest with the Internal Revenue Service (“IRS”) for our 2011 to 2013 tax years and our case has been forwarded to appeals. We are under examination by the IRS for our 2014 to 2016 tax years. During the fourth quarter of 2019, the IRS issued final adjustments related to transfer pricing with our foreign subsidiaries for our 2011 to 2013 tax years. The proposed adjustments would increase our U.S. taxable income by $696 million , which would result in federal tax of approximately $244 million , subject to interest. We do not agree with the position of the IRS and formally protested the IRS position. Subsequent years remain open to examination by the IRS. We do not anticipate a significant impact to our gross unrecognized tax benefits within the next 12 months related to these years. On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act, which, along with earlier issued IRS guidance, provides for deferral of certain taxes. The CARES Act, among other things, also contains numerous provisions which may benefit the Company. We continue to assess the effect of the CARES Act and ongoing government guidance related to COVID-19 that may be issued. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9 – Commitments and Contingencies Legal Proceedings In the ordinary course of business, we are a party to various lawsuits. Management does not expect these lawsuits to have a material impact on the liquidity, results of operations, or financial condition of Expedia Group. We also evaluate other potential contingent matters, including value-added tax, excise tax, sales tax, transient occupancy or accommodation tax and similar matters. We do not believe that the aggregate amount of liability that could be reasonably possible with respect to these matters would have a material adverse effect on our financial results; however, litigation is inherently uncertain and the actual losses incurred in the event that our legal proceedings were to result in unfavorable outcomes could have a material adverse effect on our business and financial performance. Litigation Relating to Occupancy Taxes. One hundred one lawsuits have been filed by or against cities, counties and states involving hotel occupancy and other taxes. Eight lawsuits are currently active. These lawsuits are in various stages and we continue to defend against the claims made in them vigorously. With respect to the principal claims in these matters, we believe that the statutes or ordinances at issue do not apply to us or the services we provide and, therefore, that we do not owe the taxes that are claimed to be owed. We believe that the statutes or ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations. To date, forty-seven of these lawsuits have been dismissed. Some of these dismissals have been without prejudice and, generally, allow the governmental entity or entities to seek administrative remedies prior to pursuing further litigation. Thirty-three dismissals were based on a finding that we and the other defendants were not subject to the local tax ordinance or that the local government lacked standing to pursue its claims. As a result of this litigation and other attempts by certain jurisdictions to levy such taxes, we have established a reserve for the potential settlement of issues related to hotel occupancy and other taxes, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $59 million and $48 million as of June 30, 2020 and December 31, 2019 , respectively. Our settlement reserve is based on our best estimate of probable losses and the ultimate resolution of these contingencies may be greater or less than the liabilities recorded. An estimate for a reasonably possible loss or range of loss in excess of the amount reserved cannot be made. Changes to the settlement reserve are included within legal reserves, occupancy tax and other in the consolidated statements of operations. Pay-to-Play. Certain jurisdictions may assert that we are required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that we believe we are subject to such taxes and, even when such payments are made, we continue to defend our position vigorously. If we prevail in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest. We are in various stages of inquiry or audit with domestic and foreign tax authorities, some of which, including in the City of Los Angeles regarding hotel occupancy taxes and in the United Kingdom regarding the application of value added tax (“VAT”) to our European Union related transactions as discussed below, may impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court. Matters Relating to International VAT . We are in various stages of inquiry or audit in multiple European Union jurisdictions, including in the United Kingdom, regarding the application of VAT to our European Union related transactions. While we believe we comply with applicable VAT laws, rules and regulations in the relevant jurisdictions, the tax authorities may determine that we owe additional taxes. In certain jurisdictions, including the United Kingdom, we may be required to “pay-to-play” any VAT assessment prior to contesting its validity. While we believe that we will be successful based on the merits of our positions with regard to the United Kingdom and other VAT audits in pay-to-play jurisdictions, it is nevertheless reasonably possible that we could be required to pay any assessed amounts in order to contest or litigate the applicability of any assessments and an estimate for a reasonably possible amount of any such payments cannot be made. Competition and Consumer Matters . On August 23, 2018, the Australian Competition and Consumer Commission, or "ACCC", instituted proceedings in the Australian Federal Court against trivago. The ACCC alleged breaches of Australian Consumer Law, or "ACL," relating to trivago’s advertisements in Australia concerning the hotel prices available on trivago’s Australian site, trivago’s strike-through pricing practice and other aspects of the way offers for accommodation were displayed on trivago's Australian website. The matter went to trial in September 2019 and, on January 20, 2020, the Australian Federal Court issued a judgment finding trivago had engaged in conduct in breach of the ACL. On March 4, 2020, trivago filed a notice of appeal of part of that judgment at the Australian Federal Court. The appeal was heard on July 20-21, 2020 and the parties await a ruling. The court has yet to set a date for a separate trial regarding penalties and other orders. We recorded the estimated probable loss associated with the proceedings in a previous period. An estimate for the reasonable possible loss or range of loss in excess of the amount reserved cannot be made. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Note 10 – Segment Information Beginning in the first quarter of 2020, we have the following reportable segments: Retail, B2B, and trivago. The change from our previous reportable segments, Core OTA, trivago, Vrbo and Egencia, reflect Expedia Group’s efforts to simplify our organization into a platform operating model by aligning our retail brand operations, combining our business focused brands and centralizing our platform and supply organizations to support all of our businesses. Our Retail segment, which consists of the aggregation of operating segments, provides a full range of travel and advertising services to our worldwide customers through a variety of consumer brands including: Expedia.com and Hotels.com in the United States and localized Expedia and Hotels.com websites throughout the world, Vrbo, Orbitz, Travelocity, Wotif Group, ebookers, CheapTickets, Hotwire.com, CarRentals.com, CruiseShipCenters, Classic Vacations and SilverRail Technologies, Inc. Our B2B segment is comprised of our Expedia Business Services organization including Expedia Partner Solutions, which operates private label and co-branded programs to make travel services available to leisure travelers through third-party company branded websites, and Egencia, a full-service travel management company that provides travel services to businesses and their corporate customers. Our trivago segment generates advertising revenue primarily from sending referrals to online travel companies and travel service providers from its hotel metasearch websites. There were no changes to our reporting units for goodwill testing as a result of these current year segment changes. We determined our operating segments based on how our chief operating decision makers manage our business, make operating decisions and evaluate operating performance. Our primary operating metric is Adjusted EBITDA. Adjusted EBITDA for our Retail and B2B segments includes allocations of certain expenses, primarily related to our global travel supply organization and the majority of costs from our product and technology platform, as well as facility costs and the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue. We base the allocations primarily on transaction volumes and other usage metrics. We do not allocate certain shared expenses such as accounting, human resources, certain information technology and legal to our reportable segments. We include these expenses in Corporate and Eliminations. Our allocation methodology is periodically evaluated and may change. Our segment disclosure includes intersegment revenues, which primarily consist of advertising and media services provided by our trivago segment to our Retail segment. These intersegment transactions are recorded by each segment at amounts that approximate fair value as if the transactions were between third parties, and therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within Corporate and Eliminations in the table below. Corporate and Eliminations also includes unallocated corporate functions and expenses as well as Bodybuilding.com subsequent to our acquisition in July 2019 through its sale in May 2020. In addition, we record amortization of intangible assets and any related impairment, as well as stock-based compensation expense, restructuring and related reorganization charges, legal reserves, occupancy tax and other, and other items excluded from segment operating performance in Corporate and Eliminations. Such amounts are detailed in our segment reconciliation below. The following tables present our segment information for the three and six months ended June 30, 2020 and 2019 . As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers. Three months ended June 30, 2020 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 463 $ 68 $ 15 $ 20 $ 566 Intersegment revenue — — 3 (3 ) — Revenue $ 463 $ 68 $ 18 $ 17 $ 566 Adjusted EBITDA $ (203 ) $ (128 ) $ (16 ) $ (89 ) $ (436 ) Depreciation (136 ) (34 ) (3 ) (18 ) (191 ) Amortization of intangible assets — — — (41 ) (41 ) Impairment of goodwill — — — (20 ) (20 ) Impairment of intangible assets — — — (10 ) (10 ) Stock-based compensation — — — (54 ) (54 ) Legal reserves, occupancy tax and other — — — (8 ) (8 ) Restructuring and related reorganization charges — — — (53 ) (53 ) Realized (gain) loss on revenue hedges (36 ) — — — (36 ) Operating loss $ (375 ) $ (162 ) $ (19 ) $ (293 ) (849 ) Other expense, net (104 ) Loss before income taxes (953 ) Provision for income taxes 213 Net loss (740 ) Net loss attributable to non-controlling interests 4 Net loss attributable to Expedia Group, Inc. (736 ) Preferred stock dividend (17 ) Net loss attributable to Expedia Group, Inc. common stockholders $ (753 ) Three months ended June 30, 2019 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 2,333 $ 657 $ 163 $ — $ 3,153 Intersegment revenue — — 88 (88 ) — Revenue $ 2,333 $ 657 $ 251 $ (88 ) $ 3,153 Adjusted EBITDA $ 548 $ 130 $ 20 $ (130 ) $ 568 Depreciation (127 ) (27 ) (3 ) (19 ) (176 ) Amortization of intangible assets — — — (52 ) (52 ) Stock-based compensation — — — (59 ) (59 ) Legal reserves, occupancy tax and other — — — (4 ) (4 ) Restructuring and related reorganization charges — — — (4 ) (4 ) Realized (gain) loss on revenue hedges (4 ) (4 ) — — (8 ) Operating income (loss) $ 417 $ 99 $ 17 $ (268 ) 265 Other expense, net (30 ) Income before income taxes 235 Provision for income taxes (48 ) Net income 187 Net income attributable to non-controlling interests (4 ) Net income attributable to Expedia Group, Inc. $ 183 Six months ended June 30, 2020 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 2,045 $ 553 $ 118 $ 59 $ 2,775 Intersegment revenue — — 54 (54 ) — Revenue $ 2,045 $ 553 $ 172 $ 5 $ 2,775 Adjusted EBITDA $ (181 ) $ (102 ) $ (17 ) $ (212 ) $ (512 ) Depreciation (264 ) (66 ) (6 ) (40 ) (376 ) Amortization of intangible assets — — — (85 ) (85 ) Impairment of goodwill — — — (785 ) (785 ) Impairment of intangible assets — — — (131 ) (131 ) Stock-based compensation — — — (109 ) (109 ) Legal reserves, occupancy tax and other — — — 13 13 Restructuring and related reorganization charges — — — (128 ) (128 ) Realized (gain) loss on revenue hedges (27 ) (3 ) — — (30 ) Operating loss $ (472 ) $ (171 ) $ (23 ) $ (1,477 ) (2,143 ) Other expense, net (289 ) Loss before income taxes (2,432 ) Provision for income taxes 295 Net loss (2,137 ) Net loss attributable to non-controlling interests 100 Net loss attributable to Expedia Group, Inc. (2,037 ) Preferred stock dividend (17 ) Net loss attributable to Expedia Group, Inc. common stockholders $ (2,054 ) Six months ended June 30, 2019 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 4,234 $ 1,213 $ 315 $ — $ 5,762 Intersegment revenue — — 173 (173 ) — Revenue $ 4,234 $ 1,213 $ 488 $ (173 ) $ 5,762 Adjusted EBITDA $ 743 $ 202 $ 44 $ (245 ) $ 744 Depreciation (255 ) (54 ) (6 ) (37 ) (352 ) Amortization of intangible assets — — — (104 ) (104 ) Stock-based compensation — — — (115 ) (115 ) Legal reserves, occupancy tax and other — — — (14 ) (14 ) Restructuring and related reorganization charges — — — (14 ) (14 ) Realized (gain) loss on revenue hedges (6 ) (5 ) — — (11 ) Operating income (loss) $ 482 $ 143 $ 38 $ (529 ) 134 Other expense, net (40 ) Income before income taxes 94 Provision for income taxes (7 ) Net income 87 Net income attributable to non-controlling interests (7 ) Net income attributable to Expedia Group, Inc. $ 80 Revenue by Business Model and Service Type The following table presents revenue by business model and service type: Three months ended June 30, Six months ended June 30, 2020 2019 2020 2019 (in millions) Business Model: Merchant $ 368 $ 1,758 $ 1,708 $ 3,193 Agency 105 1,047 667 1,889 Advertising, media and other 93 348 400 680 Total revenue $ 566 $ 3,153 $ 2,775 $ 5,762 Service Type: Lodging $ 487 $ 2,204 $ 2,029 $ 3,893 Air (70 ) 228 39 476 Advertising and media 25 284 228 549 Other (1) 124 437 479 844 Total revenue $ 566 $ 3,153 $ 2,775 $ 5,762 (1) Other includes car rental, insurance, destination services, cruise and fee revenue related to our corporate travel business, among other revenue streams, none of which are individually material. Other also includes product revenue of $20 million and $59 million during the three and six months ended June 30, 2020 related to Bodybuilding.com, which was sold in May 2020. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11 – Subsequent Events Issuance of Senior Notes On July 14, 2020, we privately placed $500 million of unsecured 3.600% senior notes due December 2023 (the “ 3.6% Notes”) and $750 million of unsecured 4.625% senior notes due August 2027 (the “ 4.625% Notes” and, together with the 3.6% Notes, the “ 3.6% and 4.625% Notes”). The 3.6% Notes were issued at a price of 99.922% of the aggregate principal amount. Interest is payable on the 3.6% Notes semi-annually in arrears in June and December of each year, beginning December 15, 2020. The 4.625% Notes were issued at a price of 99.997% of the aggregate principal amount. Interest is payable on the 4.625% Notes semi-annually in arrears in February and August of each year, beginning February 1, 2021. The 3.6% and 4.625% Notes are guaranteed by certain subsidiaries of Expedia Group. We expect to use the net proceeds to redeem outstanding shares of its 9.5% |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These accompanying financial statements present our results of operations, financial position and cash flows on a consolidated basis. The unaudited consolidated financial statements include Expedia Group, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We have eliminated significant intercompany transactions and accounts. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 |
Accounting Estimates | Accounting Estimates We use estimates and assumptions in the preparation of our interim unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our interim unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our interim unaudited consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; deferred loyalty rewards; acquisition purchase price allocations; stock-based compensation; accounting for derivative instruments and provisions for credit losses, customer refunds and chargebacks. The COVID-19 pandemic has created and may continue to create significant uncertainty in macroeconomic conditions, which may cause further business disruptions and adversely impact our results of operations. As a result, many of our estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, our estimates may change materially in future periods. |
Reclassifications | Reclassifications |
Seasonality | Seasonality We generally experience seasonal fluctuations in the demand for our travel services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of our travel services, including merchant and agency hotel, is recognized as the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks for our hotel business and can be several months or more for our alternative accommodations business. Historically, Vrbo has seen seasonally stronger bookings in the first quarter of the year, with the relevant stays occurring during the peak summer travel months. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. Furthermore, operating profits for our primary advertising business, trivago, have typically been experienced in the second half of the year, particularly the fourth quarter, as selling and marketing costs offset revenue in the first half of the year as we typically increase marketing during the busy booking period for spring, summer and winter holiday travel. As a result on a consolidated basis, revenue and income are typically the lowest in the first quarter and highest in the third quarter. The growth of our international operations, advertising business or a change in our product mix, including the growth of Vrbo, may influence the typical trend of the seasonality in the future. |
Recent Accounting Policies | Recently Adopted Accounting Policies Measurement of Credit Losses on Financial Instruments. As of January 1, 2020, we adopted the Accounting Standards Updates (“ASU”) guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities, using the modified retrospective method. The new guidance replaced the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Upon adoption, this new guidance did not have a material impact on our consolidated financial statements and no cumulative-effect adjustment to retained earnings was made. Cloud Computing Arrangements. As of January 1, 2020, we adopted the new ASU guidance on the accounting for implementation costs incurred for a cloud computing arrangement that is a service contract using the prospective method. The update conformed the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting guidance that provides for capitalization of costs incurred to develop or obtain internal-use-software. The adoption of this new guidance did not have a material impact on our consolidated financial statements. Fair Value Measurements. As of January 1, 2020, we adopted the new ASU guidance related to the disclosure requirements on fair value measurements, which removed, modified or added certain disclosures using the prospective method. The adoption of this new guidance did not have a material impact on our consolidated financial statements. Guarantor Financial Information. In March 2020, the SEC amended Rule 3-10 of Regulation S-X regarding financial disclosure requirements for registered debt offerings involving subsidiaries as either issuers or guarantors and affiliates whose securities are pledged as collateral. This new guidance narrows the circumstances that require separate financial statements of subsidiary issuers and guarantors and streamlines the alternative disclosures required in lieu of those statements. We adopted these amendments for the quarter ended March 31, 2020. Accordingly, combined summarized financial information has been presented only for the issuer and guarantors of our senior notes for the most recent fiscal year and the year-to-date interim period, and the location of the required disclosures has been removed from the Notes to the Consolidated Financial Statements and moved to Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Recent Accounting Policies Not Yet Adopted Simplifying the Accounting for Income Taxes. In December 2019, the Financial Accounting Standards Board issued new guidance to simplify the accounting for income taxes. This new standard eliminates certain exceptions in current guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. For public business entities, this guidance is effective for interim or annual periods beginning after December 15, 2020, with early adoption permitted in any interim period within that year. We are currently evaluating the impact of this guidance on our consolidated financial statements and the timing of adoption Investments - equity securities; Investments - Equity Method and Joint Ventures; Derivatives and Hedging. In January 2020, the FASB issued an accounting standards update which clarifies the interaction between the accounting for investments in equity securities, equity method investments and certain derivative instruments. The new standard is expected to reduce diversity in practice and increase comparability of the accounting for these interactions. The standards update is effective for interim or annual periods beginning after December 15, 2020, with early adoption permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements and the timing of adoption. |
Revenue | Revenue Prepaid Merchant Bookings. We classify payments made to suppliers in advance of our performance obligations as prepaid merchant bookings included within prepaid and other current assets. Prepaid merchant bookings was $579 million as of June 30, 2020 , which is net of a $11 million reserve for future collectibility risk in consideration of the impact of the COVID-19 pandemic on the economy, and $226 million as of December 31, 2019. Deferred Merchant Bookings. We classify cash payments received in advance of our performance obligations as deferred merchant bookings. At December 31, 2019, $4.898 billion of cash advance cash payments was reported within deferred merchant bookings, $3.173 billion of which was recognized resulting in $506 million of revenue during the six months ended June 30, 2020 . At June 30, 2020 , the related balance was $3.842 billion . At December 31, 2019, $781 million of deferred loyalty rewards was reported within deferred merchant bookings, $209 million of which was recognized within revenue during the six months ended June 30, 2020 . At June 30, 2020 , the related balance was $790 million . Deferred Revenue. At December 31, 2019, $321 million was recorded as deferred revenue, $159 million of which was recognized as revenue during the six months ended June 30, 2020 . At June 30, 2020 , the related balance was $197 million . Practical Expedients and Exemptions. We have used the portfolio approach to account for our loyalty points as the rewards programs share similar characteristics within each program in relation to the value provided to the traveler and their breakage patterns. Using this portfolio approach is not expected to differ materially from applying the guidance to individual contracts. However, we will continue to assess and refine, if necessary, how a portfolio within each rewards program is defined. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. |
Cash, Restricted Cash and Cash Equivalents | Cash, Restricted Cash and Cash Equivalents |
Accounts Receivable and Allowances | Accounts Receivable and Allowances |
Fair Value Measurements | We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input. Derivative instruments are carried at fair value on our consolidated balance sheets. We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. Our goal in managing our foreign exchange |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Adjustments | The following table presents a summary of the amounts as reported and as reclassified in our consolidated statements of operations for the three and six months ended June 30, 2019: Three months ended June 30, 2019 Six months ended June 30, 2019 As reported As reclassified As reported As reclassified (In millions) Cost of revenue $ 522 $ 500 $ 1,035 $ 990 Selling and marketing 1,657 1,643 3,192 3,164 Technology and content 435 304 864 601 General and administrative 214 205 405 389 Depreciation and amortization 52 228 104 456 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table reconciles cash, cash equivalents and restricted cash reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows: June 30, December 31, (in millions) Cash and cash equivalents $ 5,053 $ 3,315 Restricted cash and cash equivalents 1,311 779 Restricted cash included within long-term investments and other assets 2 3 Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow $ 6,366 $ 4,097 |
Schedule of Restrictions on Cash and Cash Equivalents | The following table reconciles cash, cash equivalents and restricted cash reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows: June 30, December 31, (in millions) Cash and cash equivalents $ 5,053 $ 3,315 Restricted cash and cash equivalents 1,311 779 Restricted cash included within long-term investments and other assets 2 3 Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow $ 6,366 $ 4,097 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2020 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In millions) Assets Cash equivalents: Money market funds $ 458 $ 458 $ — Term deposits 107 — 107 Derivatives: Foreign currency forward contracts 12 — 12 Investments: Term deposits 422 — 422 Marketable equity securities 69 69 — Total assets $ 1,068 $ 527 $ 541 Financial assets measured at fair value on a recurring basis as of December 31, 2019 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In millions) Assets Cash equivalents: Money market funds $ 36 $ 36 $ — Term deposits 865 — 865 U.S. treasury securities 10 10 — Investments: Term deposits 526 — 526 Marketable equity securities 129 129 — Total assets $ 1,566 $ 175 $ 1,391 Liabilities Derivatives: Foreign currency forward contracts $ 8 $ — $ 8 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Long Term Debt Outstanding | The following table sets forth our outstanding debt: June 30, December 31, (In millions) 5.95% senior notes due 2020 $ 750 $ 749 2.5% (€650 million) senior notes due 2022 729 725 4.5% senior notes due 2024 497 497 6.25% senior notes due 2025 1,970 — 7.0% senior notes due 2025 739 — 5.0% senior notes due 2026 744 743 3.8% senior notes due 2028 992 992 3.25% senior notes due 2030 1,232 1,232 Long-term debt (1) 7,653 4,938 Current maturities of long-term debt (750 ) (749 ) Long-term debt, excluding current maturities $ 6,903 $ 4,189 Revolving credit facility $ 1,900 $ — _______________ (1) Net of applicable discounts and debt issuance costs. |
Level 2 | |
Long Term Debt Outstanding | The following table sets forth the approximate fair value of our outstanding debt, which is based on quoted market prices in less active markets (Level 2 inputs): June 30, December 31, (In millions) 5.95% senior notes due 2020 $ 753 $ 767 2.5% (€650 million) senior notes due 2022 (1) 731 764 4.5% senior notes due 2024 518 536 6.25% senior notes due 2025 2,134 — 7.0% senior notes due 2025 790 — 5.0% senior notes due 2026 778 825 3.8% senior notes due 2028 960 1,021 3.25% senior notes due 2030 1,171 1,206 _______________ (1) Approximately 649 million Euro as of June 30, 2020 and 682 million Euro as of December 31, 2019 . |
Capital Stock (Tables)
Capital Stock (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary Of Dividends Declared | The Executive Committee, acting on behalf of the Board of Directors, declared the following dividends during the periods presented: Declaration Date Dividend Per Share Record Date Total Amount (in millions) Payment Date Six Months Ended June 30, 2020 February 13, 2020 $ 0.34 March 10, 2020 $ 48 March 26, 2020 Six Months Ended June 30, 2019 February 6, 2019 0.32 March 7, 2019 47 March 27, 2019 May 1, 2019 0.32 May 23, 2019 48 June 13, 2019 |
Earnings (Loss) Per Share - (Ta
Earnings (Loss) Per Share - (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table presents our basic and diluted earnings (loss) per share: Three months ended Six months ended 2020 2019 2020 2019 (In millions, except share and per share data) Net income (loss) attributable to Expedia Group, Inc. $ (736 ) $ 183 $ (2,037 ) $ 80 Preferred stock dividend (17 ) — (17 ) — Net income (loss) attributable to Expedia Group, Inc. common stockholders $ (753 ) $ 183 $ (2,054 ) $ 80 Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders: Basic $ (5.34 ) $ 1.23 $ (14.57 ) $ 0.54 Diluted (5.34 ) 1.21 (14.57 ) 0.53 Weighted average number of shares outstanding (000's): Basic 141,072 149,049 140,947 148,468 Dilutive effect of: Options to purchase common stock — 1,893 — 1,944 Other dilutive securities — 619 — 645 Diluted 141,072 151,561 140,947 151,057 |
Restructuring and Related Reo_2
Restructuring and Related Reorganization Charges (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the restructuring and related reorganization activity for the six months ended June 30, 2020 : Employee Severance and Benefits Other Total (In millions) Accrued liability as of January 1, 2020 $ 11 $ 6 $ 17 Charges 122 6 128 Payments (65 ) (12 ) (77 ) Accrued liability as of June 30, 2020 $ 68 $ — $ 68 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Operating Segment Information | The following tables present our segment information for the three and six months ended June 30, 2020 and 2019 . As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers. Three months ended June 30, 2020 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 463 $ 68 $ 15 $ 20 $ 566 Intersegment revenue — — 3 (3 ) — Revenue $ 463 $ 68 $ 18 $ 17 $ 566 Adjusted EBITDA $ (203 ) $ (128 ) $ (16 ) $ (89 ) $ (436 ) Depreciation (136 ) (34 ) (3 ) (18 ) (191 ) Amortization of intangible assets — — — (41 ) (41 ) Impairment of goodwill — — — (20 ) (20 ) Impairment of intangible assets — — — (10 ) (10 ) Stock-based compensation — — — (54 ) (54 ) Legal reserves, occupancy tax and other — — — (8 ) (8 ) Restructuring and related reorganization charges — — — (53 ) (53 ) Realized (gain) loss on revenue hedges (36 ) — — — (36 ) Operating loss $ (375 ) $ (162 ) $ (19 ) $ (293 ) (849 ) Other expense, net (104 ) Loss before income taxes (953 ) Provision for income taxes 213 Net loss (740 ) Net loss attributable to non-controlling interests 4 Net loss attributable to Expedia Group, Inc. (736 ) Preferred stock dividend (17 ) Net loss attributable to Expedia Group, Inc. common stockholders $ (753 ) Three months ended June 30, 2019 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 2,333 $ 657 $ 163 $ — $ 3,153 Intersegment revenue — — 88 (88 ) — Revenue $ 2,333 $ 657 $ 251 $ (88 ) $ 3,153 Adjusted EBITDA $ 548 $ 130 $ 20 $ (130 ) $ 568 Depreciation (127 ) (27 ) (3 ) (19 ) (176 ) Amortization of intangible assets — — — (52 ) (52 ) Stock-based compensation — — — (59 ) (59 ) Legal reserves, occupancy tax and other — — — (4 ) (4 ) Restructuring and related reorganization charges — — — (4 ) (4 ) Realized (gain) loss on revenue hedges (4 ) (4 ) — — (8 ) Operating income (loss) $ 417 $ 99 $ 17 $ (268 ) 265 Other expense, net (30 ) Income before income taxes 235 Provision for income taxes (48 ) Net income 187 Net income attributable to non-controlling interests (4 ) Net income attributable to Expedia Group, Inc. $ 183 Six months ended June 30, 2020 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 2,045 $ 553 $ 118 $ 59 $ 2,775 Intersegment revenue — — 54 (54 ) — Revenue $ 2,045 $ 553 $ 172 $ 5 $ 2,775 Adjusted EBITDA $ (181 ) $ (102 ) $ (17 ) $ (212 ) $ (512 ) Depreciation (264 ) (66 ) (6 ) (40 ) (376 ) Amortization of intangible assets — — — (85 ) (85 ) Impairment of goodwill — — — (785 ) (785 ) Impairment of intangible assets — — — (131 ) (131 ) Stock-based compensation — — — (109 ) (109 ) Legal reserves, occupancy tax and other — — — 13 13 Restructuring and related reorganization charges — — — (128 ) (128 ) Realized (gain) loss on revenue hedges (27 ) (3 ) — — (30 ) Operating loss $ (472 ) $ (171 ) $ (23 ) $ (1,477 ) (2,143 ) Other expense, net (289 ) Loss before income taxes (2,432 ) Provision for income taxes 295 Net loss (2,137 ) Net loss attributable to non-controlling interests 100 Net loss attributable to Expedia Group, Inc. (2,037 ) Preferred stock dividend (17 ) Net loss attributable to Expedia Group, Inc. common stockholders $ (2,054 ) Six months ended June 30, 2019 Retail B2B trivago Corporate & Total (In millions) Third-party revenue $ 4,234 $ 1,213 $ 315 $ — $ 5,762 Intersegment revenue — — 173 (173 ) — Revenue $ 4,234 $ 1,213 $ 488 $ (173 ) $ 5,762 Adjusted EBITDA $ 743 $ 202 $ 44 $ (245 ) $ 744 Depreciation (255 ) (54 ) (6 ) (37 ) (352 ) Amortization of intangible assets — — — (104 ) (104 ) Stock-based compensation — — — (115 ) (115 ) Legal reserves, occupancy tax and other — — — (14 ) (14 ) Restructuring and related reorganization charges — — — (14 ) (14 ) Realized (gain) loss on revenue hedges (6 ) (5 ) — — (11 ) Operating income (loss) $ 482 $ 143 $ 38 $ (529 ) 134 Other expense, net (40 ) Income before income taxes 94 Provision for income taxes (7 ) Net income 87 Net income attributable to non-controlling interests (7 ) Net income attributable to Expedia Group, Inc. $ 80 |
Schedule of Revenue by Services | The following table presents revenue by business model and service type: Three months ended June 30, Six months ended June 30, 2020 2019 2020 2019 (in millions) Business Model: Merchant $ 368 $ 1,758 $ 1,708 $ 3,193 Agency 105 1,047 667 1,889 Advertising, media and other 93 348 400 680 Total revenue $ 566 $ 3,153 $ 2,775 $ 5,762 Service Type: Lodging $ 487 $ 2,204 $ 2,029 $ 3,893 Air (70 ) 228 39 476 Advertising and media 25 284 228 549 Other (1) 124 437 479 844 Total revenue $ 566 $ 3,153 $ 2,775 $ 5,762 (1) Other includes car rental, insurance, destination services, cruise and fee revenue related to our corporate travel business, among other revenue streams, none of which are individually material. Other also includes product revenue of $20 million and $59 million during the three and six months ended June 30, 2020 related to Bodybuilding.com, which was sold in May 2020. |
Basis of Presentation - Reclass
Basis of Presentation - Reclassifications (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | [1] | $ 389 | $ 500 | $ 1,018 | $ 990 |
Selling and marketing | [1] | 296 | 1,643 | 1,506 | 3,164 |
Technology and content | [1] | 255 | 304 | 563 | 601 |
General and administrative | [1] | 152 | 205 | 339 | 389 |
Depreciation and amortization | 232 | 228 | 461 | 456 | |
Operating income (loss) | $ (849) | 265 | $ (2,143) | 134 | |
As reported | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | [1] | 522 | 1,035 | ||
Selling and marketing | [1] | 1,657 | 3,192 | ||
Technology and content | [1] | 435 | 864 | ||
General and administrative | [1] | 214 | 405 | ||
Depreciation and amortization | 52 | 104 | |||
As reclassified | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 500 | 990 | |||
Selling and marketing | 1,643 | 3,164 | |||
Technology and content | 304 | 601 | |||
General and administrative | 205 | 389 | |||
Depreciation and amortization | $ 228 | $ 456 | |||
[1] | (1) Includes stock-based compensation as follows: Cost of revenue $ 3 $ 3 $ 6 $ 6 Selling and marketing 13 12 25 23 Technology and content 18 19 38 38 General and administrative 20 25 40 48 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Prepaid merchant bookings | $ 579 | $ 226 |
Prepaid merchant bookings, reserve | 11 | |
Deferred merchant bookings | 4,632 | 5,679 |
Deferred revenue | 197 | 321 |
Deferred Merchant Bookings | ||
Disaggregation of Revenue [Line Items] | ||
Deferred merchant bookings | 3,842 | 4,898 |
Deferred merchant bookings recognized during period | 3,173 | |
Revenue recognized during period | 506 | |
Deferred Loyalty Rewards | ||
Disaggregation of Revenue [Line Items] | ||
Deferred merchant bookings | 790 | 781 |
Revenue recognized during period | 209 | |
Deferred Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized during period | 159 | |
Deferred revenue | $ 197 | $ 321 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 5,053 | $ 3,315 | ||
Restricted cash and cash equivalents | 1,311 | 779 | ||
Restricted cash included within long-term investments and other assets | 2 | 3 | ||
Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow | $ 6,366 | $ 4,097 | $ 4,880 | $ 2,705 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Accounts Receivable and Allowances (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Accounting Policies [Abstract] | |
Incremental allowance for expected uncollectible amounts | $ 82 |
Allowance for credit loss, other period increase (decrease) | $ 8 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Foreign currency forward contracts | ||
Derivative Asset: | ||
Foreign currency forward contracts | $ 12 | |
Liabilities | ||
Foreign currency forward contracts | $ 8 | |
Recurring Basis | ||
Investments: | ||
Total assets | 1,068 | 1,566 |
Recurring Basis | Foreign currency forward contracts | ||
Derivative Asset: | ||
Foreign currency forward contracts | 12 | |
Liabilities | ||
Foreign currency forward contracts | 8 | |
Recurring Basis | Money market funds | ||
Cash equivalents: | ||
Cash equivalents: | 458 | 36 |
Recurring Basis | Term deposits | ||
Cash equivalents: | ||
Cash equivalents: | 107 | 865 |
Investments: | ||
Investments: | 422 | 526 |
Recurring Basis | Marketable equity securities | ||
Investments: | ||
Investments: | 69 | 129 |
Recurring Basis | U.S. treasury securities | ||
Cash equivalents: | ||
Cash equivalents: | 10 | |
Recurring Basis | Level 1 | ||
Investments: | ||
Total assets | 527 | 175 |
Recurring Basis | Level 1 | Foreign currency forward contracts | ||
Derivative Asset: | ||
Foreign currency forward contracts | 0 | |
Liabilities | ||
Foreign currency forward contracts | 0 | |
Recurring Basis | Level 1 | Money market funds | ||
Cash equivalents: | ||
Cash equivalents: | 458 | 36 |
Recurring Basis | Level 1 | Term deposits | ||
Cash equivalents: | ||
Cash equivalents: | 0 | 0 |
Investments: | ||
Investments: | 0 | 0 |
Recurring Basis | Level 1 | Marketable equity securities | ||
Investments: | ||
Investments: | 69 | 129 |
Recurring Basis | Level 1 | U.S. treasury securities | ||
Cash equivalents: | ||
Cash equivalents: | 10 | |
Recurring Basis | Level 2 | ||
Investments: | ||
Total assets | 541 | 1,391 |
Recurring Basis | Level 2 | Foreign currency forward contracts | ||
Derivative Asset: | ||
Foreign currency forward contracts | 12 | |
Liabilities | ||
Foreign currency forward contracts | 8 | |
Recurring Basis | Level 2 | Money market funds | ||
Cash equivalents: | ||
Cash equivalents: | 0 | 0 |
Recurring Basis | Level 2 | Term deposits | ||
Cash equivalents: | ||
Cash equivalents: | 107 | 865 |
Investments: | ||
Investments: | 422 | 526 |
Recurring Basis | Level 2 | Marketable equity securities | ||
Investments: | ||
Investments: | $ 0 | 0 |
Recurring Basis | Level 2 | U.S. treasury securities | ||
Cash equivalents: | ||
Cash equivalents: | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Gain (loss) on minority equity investments, net | $ (195,000,000) | $ 12,000,000 | ||||
Net gains (losses) from foreign currency forward contracts | $ (6,000,000) | $ (6,000,000) | 100,000,000 | (12,000,000) | ||
Impairment of goodwill | 20,000,000 | 0 | 785,000,000 | 0 | ||
Goodwill | 7,330,000,000 | 7,330,000,000 | $ 8,127,000,000 | |||
Impairment of intangible assets | 10,000,000 | $ 0 | 131,000,000 | 0 | ||
Nonrecurring Basis | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of goodwill | $ 765,000,000 | |||||
Impairment of intangible assets | 10,000,000 | 121,000,000 | ||||
Carrying value of cost method investments | 331,000,000 | 331,000,000 | 467,000,000 | |||
Impairment losses related to a minority investment | 21,000,000 | 134,000,000 | ||||
Total cumulative adjustments made to the initial costs bases of investments | 103,000,000 | 103,000,000 | ||||
Nonrecurring Basis | Level 3 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Indefinite-lived intangible assets (excluding goodwill), fair value disclosure | 237,000,000 | 237,000,000 | ||||
Nonrecurring Basis | Retail | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of goodwill | 20,000,000 | 539,000,000 | ||||
Goodwill | 2,200,000,000 | 2,200,000,000 | ||||
Nonrecurring Basis | trivago | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of goodwill | $ 226,000,000 | |||||
Goodwill | 315,000,000 | 315,000,000 | ||||
Foreign currency forward contracts | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Notional amount of foreign currency derivatives | 2,400,000,000 | 2,400,000,000 | ||||
Net forward asset | 12,000,000 | 12,000,000 | ||||
Gross forward asset | $ 37,000,000 | 37,000,000 | ||||
Net forward liability | 8,000,000 | |||||
Gross forward liability | $ 30,000,000 | |||||
Despegar.com | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Gain (loss) on minority equity investments, net | $ (60,000,000) | $ 14,000,000 |
Debt - Long Term Debt Outstandi
Debt - Long Term Debt Outstanding (Details) | Jun. 30, 2020USD ($) | Jun. 30, 2020EUR (€) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |||
Total debt | $ 7,653,000,000 | $ 4,938,000,000 | |
Current maturities of long-term debt | (750,000,000) | (749,000,000) | |
Long-term debt, excluding current maturities | 6,903,000,000 | 4,189,000,000 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility borrowings outstanding | 1,900,000,000 | 0 | |
5.95% senior notes due 2020 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 750,000,000 | 749,000,000 | |
Debt, interest rate (percentage) | 5.95% | 5.95% | |
Senior unsecured notes principal amount | $ 750,000,000 | ||
2.5% (€650 million) senior notes due 2022 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 729,000,000 | 725,000,000 | |
Debt, interest rate (percentage) | 2.50% | 2.50% | |
Senior unsecured notes principal amount | € | € 650,000,000 | ||
4.5% senior notes due 2024 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 497,000,000 | 497,000,000 | |
Debt, interest rate (percentage) | 4.50% | 4.50% | |
Senior unsecured notes principal amount | $ 500,000,000 | ||
6.25% senior notes due 2025 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 1,970,000,000 | 0 | |
Debt, interest rate (percentage) | 6.25% | 6.25% | |
7.0% senior notes due 2025 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 739,000,000 | 0 | |
Debt, interest rate (percentage) | 7.00% | 7.00% | |
5.0% senior notes due 2026 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 744,000,000 | 743,000,000 | |
Debt, interest rate (percentage) | 5.00% | 5.00% | |
Senior unsecured notes principal amount | $ 750,000,000 | ||
3.8% senior notes due 2028 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 992,000,000 | 992,000,000 | |
Debt, interest rate (percentage) | 3.80% | 3.80% | |
Senior unsecured notes principal amount | $ 1,000,000,000 | ||
3.25% senior notes due 2030 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 1,232,000,000 | $ 1,232,000,000 | |
Debt, interest rate (percentage) | 3.25% | 3.25% | |
Senior unsecured notes principal amount | $ 1,250,000,000 |
Debt - Additional Information (
Debt - Additional Information (Detail) | May 05, 2020USD ($) | May 04, 2020USD ($) | Jun. 30, 2020USD ($) | Jul. 14, 2020USD ($) | Jun. 30, 2020EUR (€) | Mar. 18, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019EUR (€) |
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Credit facility | $ 2,000,000,000 | $ 1,900,000,000 | ||||||
Credit facility borrowings outstanding | 1,900,000,000 | $ 0 | ||||||
Letters of credit issued under the credit facility | 16,000,000 | 16,000,000 | ||||||
Uncommitted Credit Facility | International Subsidiary One | ||||||||
Debt Instrument [Line Items] | ||||||||
Credit facility | € | € 50,000,000 | |||||||
Credit facility borrowings outstanding | € 0 | 0 | € 0 | |||||
Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Accrued interest related to senior notes | 98,000,000 | $ 76,000,000 | ||||||
Unsecured Senior Notes | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 1,250,000,000 | |||||||
5.95% senior notes due 2020 | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 750,000,000 | |||||||
Debt, interest rate (percentage) | 5.95% | 5.95% | ||||||
Senior notes issued price percentage | 99.893% | 99.893% | ||||||
Debt instrument redemption price percentage | 100.00% | |||||||
5.95% senior notes due 2020 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
2.5% (€650 million) senior notes due 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | € | € 650,000,000 | |||||||
Debt, interest rate (percentage) | 2.50% | 2.50% | ||||||
Senior notes issued price percentage | 99.525% | 99.525% | ||||||
Debt instrument redemption price percentage | 100.00% | |||||||
2.5% (€650 million) senior notes due 2022 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
4.5% senior notes due 2024 | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 500,000,000 | |||||||
Debt, interest rate (percentage) | 4.50% | 4.50% | ||||||
Senior notes issued price percentage | 99.444% | 99.444% | ||||||
Debt instrument redemption price percentage | 100.00% | |||||||
4.5% senior notes due 2024 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
5.0% senior notes due 2026 | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 750,000,000 | |||||||
Debt, interest rate (percentage) | 5.00% | 5.00% | ||||||
Senior notes issued price percentage | 99.535% | 99.535% | ||||||
Debt instrument redemption price percentage | 100.00% | |||||||
5.0% senior notes due 2026 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
3.8% senior notes due 2028 | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 1,000,000,000 | |||||||
Debt, interest rate (percentage) | 3.80% | 3.80% | ||||||
Senior notes issued price percentage | 99.747% | 99.747% | ||||||
Debt instrument redemption price percentage | 100.00% | |||||||
3.8% senior notes due 2028 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
3.25% senior notes due 2030 | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 1,250,000,000 | |||||||
Debt, interest rate (percentage) | 3.25% | 3.25% | ||||||
Senior notes issued price percentage | 99.225% | 99.225% | ||||||
3.25% senior notes due 2030 | Notes prior to November 15, 2029 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 100.00% | |||||||
3.25% senior notes due 2030 | Notes on or after November 15, 2029 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 100.00% | |||||||
3.25% senior notes due 2030 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
6.25% senior notes due 2025 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 6.25% | 6.25% | ||||||
6.25% senior notes due 2025 | Unsecured Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 2,000,000,000 | |||||||
Debt, interest rate (percentage) | 6.25% | |||||||
Debt instrument redemption price percentage | 100.00% | |||||||
6.25% senior notes due 2025 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
7.0% senior notes due 2025 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 7.00% | 7.00% | ||||||
7.0% senior notes due 2025 | Unsecured Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior unsecured notes principal amount | $ 750,000,000 | |||||||
Debt, interest rate (percentage) | 7.00% | |||||||
Debt instrument redemption price percentage | 100.00% | |||||||
7.0% senior notes due 2025 | Unsecured Senior Notes | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of principal amount redeemed | 40.00% | |||||||
7.0% senior notes due 2025 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument redemption price percentage | 101.00% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 2.55% | 2.55% | ||||||
Credit facility | $ 2,000,000,000 | |||||||
Credit facility borrowings outstanding | $ 1,900,000,000 | |||||||
Commitment fee on undrawn amounts | 2.25% | |||||||
Additional credit facility, excess amount | $ 1,145,000,000 | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 0.10% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 0.85% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Notes prior to November 15, 2029 | ||||||||
Debt Instrument [Line Items] | ||||||||
Commitment fee on undrawn amounts | 1.25% | |||||||
Additional credit facility, excess amount | $ 1,145,000,000 | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Notes prior to November 15, 2029 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 1.00% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Notes prior to November 15, 2029 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 1.75% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Notes on or after November 15, 2029 | ||||||||
Debt Instrument [Line Items] | ||||||||
Additional credit facility, excess amount | $ 1,145,000,000 | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Notes on or after November 15, 2029 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 0.00% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Notes on or after November 15, 2029 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 0.75% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Upon the occurrence of certain change of control triggering events | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 5 | |||||||
Additional credit facility, excess amount | $ 1,145,000,000 | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Upon the occurrence of certain change of control triggering events | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 1.10% | |||||||
Amended Credit Facility Maturing on May 31, 2023 | Upon the occurrence of certain change of control triggering events | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 1.85% | |||||||
Additional Credit Facility | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Additional borrowing capacity | $ 855,000,000 | |||||||
Eurodollar | Amended Credit Facility Maturing on May 31, 2023 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 2.35% | |||||||
Base Rate | Amended Credit Facility Maturing on May 31, 2023 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, interest rate (percentage) | 1.35% |
Debt - Fair Value of Outstandin
Debt - Fair Value of Outstanding Debt (Details) | Jun. 30, 2020USD ($) | Jun. 30, 2020EUR (€) | Dec. 31, 2019USD ($) | Dec. 31, 2019EUR (€) |
5.95% senior notes due 2020 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 753,000,000 | $ 767,000,000 | ||
Debt, interest rate (percentage) | 5.95% | 5.95% | ||
Senior unsecured notes principal amount | $ 750,000,000 | |||
2.5% (€650 million) senior notes due 2022 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 731,000,000 | € 649,000,000 | 764,000,000 | € 682,000,000 |
Debt, interest rate (percentage) | 2.50% | 2.50% | ||
Senior unsecured notes principal amount | € | € 650,000,000 | |||
4.5% senior notes due 2024 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 518,000,000 | 536,000,000 | ||
Debt, interest rate (percentage) | 4.50% | 4.50% | ||
Senior unsecured notes principal amount | $ 500,000,000 | |||
6.25% senior notes due 2025 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 2,134,000,000 | 0 | ||
Debt, interest rate (percentage) | 6.25% | 6.25% | ||
7.0% senior notes due 2025 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 790,000,000 | 0 | ||
Debt, interest rate (percentage) | 7.00% | 7.00% | ||
5.0% senior notes due 2026 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 778,000,000 | 825,000,000 | ||
Debt, interest rate (percentage) | 5.00% | 5.00% | ||
Senior unsecured notes principal amount | $ 750,000,000 | |||
3.8% senior notes due 2028 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 960,000,000 | 1,021,000,000 | ||
Debt, interest rate (percentage) | 3.80% | 3.80% | ||
Senior unsecured notes principal amount | $ 1,000,000,000 | |||
3.25% senior notes due 2030 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 1,171,000,000 | $ 1,206,000,000 | ||
Debt, interest rate (percentage) | 3.25% | 3.25% | ||
Senior unsecured notes principal amount | $ 1,250,000,000 |
Capital Stock - Summary of Divi
Capital Stock - Summary of Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Dividends Payable [Line Items] | |||
Dividends declared per common share (in dollars per share) | $ 0.32 | $ 0.34 | $ 0.64 |
February 13, 2020 | |||
Dividends Payable [Line Items] | |||
Declaration Date | Feb. 13, 2020 | ||
Dividends declared per common share (in dollars per share) | $ 0.34 | ||
Record Date | Mar. 10, 2020 | ||
Payment of dividends to stockholders | $ 48 | ||
Payment Date | Mar. 26, 2020 | ||
February 6, 2019 | |||
Dividends Payable [Line Items] | |||
Declaration Date | Feb. 6, 2019 | ||
Dividends declared per common share (in dollars per share) | $ 0.32 | ||
Record Date | Mar. 7, 2019 | ||
Payment of dividends to stockholders | $ 47 | ||
Payment Date | Mar. 27, 2019 | ||
May 1, 2019 | |||
Dividends Payable [Line Items] | |||
Declaration Date | May 1, 2019 | ||
Dividends declared per common share (in dollars per share) | $ 0.32 | ||
Record Date | May 23, 2019 | ||
Payment of dividends to stockholders | $ 48 | ||
Payment Date | Jun. 13, 2019 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | May 05, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | May 06, 2020 | Dec. 31, 2019 | Apr. 26, 2018 |
Equity, Class of Treasury Stock [Line Items] | ||||||
Treasury stock (in shares) | 130,670,000 | 130,670,000 | 126,893,000 | |||
Authorized share repurchase | 20,000,000 | 15,000,000 | ||||
Stock repurchases (in shares) | 3,400,000 | |||||
Stock repurchased, value | $ 370 | |||||
Average repurchase price per share (in dollars per share) | $ 109.88 | |||||
Shares authorized and remaining under the repurchase program | 23,300,000 | 23,300,000 | ||||
Closing fees, paid | $ 12 | |||||
Issuance of preferred dividend | $ 17 | $ 17 | ||||
Preferred dividends declared per common share (in dollars per share) | $ 14.02 | $ 14.02 | ||||
Additional paid-in capital | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Common stock warrants, net of issuance costs | $ 110 | |||||
Issuance of preferred dividend | $ 17 | $ 17 | ||||
Common stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Treasury stock (in shares) | 123,400,000 | 123,400,000 | 119,600,000 | |||
Class B Common Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Treasury stock (in shares) | 7,300,000 | 7,300,000 | 7,300,000 | |||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Series A Preferred Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||
Common stock, voting power, percentage | 50.00% | 20.00% | ||||
Preferred stock, dividend rate, percentage | 9.50% | |||||
Preferred stock, liquidation preference, percent | 105.00% | |||||
Preferred stock, liquidation preference (in dollars per share) | $ 1,000 | |||||
Series A Preferred Stock | $ 1,022 | $ 1,022 | $ 0 | |||
Initial discount and issuance costs related to preferred stock (in shares) | 68,000,000 | |||||
Issuance of preferred dividend | $ 17 | |||||
Preferred dividends declared per common share (in dollars per share) | $ 14.02 | |||||
Warrant | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Common stock, voting power, percentage | 50.00% | |||||
Class of warrant or right, expiration period | 10 years | |||||
Upon the occurrence of certain change of control triggering events | Series A Preferred Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Preferred stock, liquidation preference, percent | 103.00% | |||||
Notes prior to November 15, 2029 | Series A Preferred Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Preferred stock, liquidation preference, percent | 102.00% | |||||
Notes on or after November 15, 2029 | Series A Preferred Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Preferred stock, liquidation preference, percent | 101.00% | |||||
Apollo Purchaser | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Proceeds from issuance of private placement | $ 588 | |||||
Apollo Purchaser | Series A Preferred Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||
Sale of stock, number of shares issued in transaction (in shares) | 600,000 | |||||
Apollo Purchaser | Warrant | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 0.0001 | |||||
Warrants purchased (in shares) | 4,200,000 | |||||
Class of warrant or right, exercise price of warrants or rights | $ 72 | |||||
Silver Lake Purchaser | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Proceeds from issuance of private placement | $ 588 | |||||
Silver Lake Purchaser | Series A Preferred Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Sale of stock, number of shares issued in transaction (in shares) | 600,000 | |||||
Silver Lake Purchaser | Warrant | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Warrants purchased (in shares) | 4,200,000 | |||||
Class of warrant or right, exercise price of warrants or rights | $ 72 | |||||
2.5% (€650 million) senior notes due 2022 | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Debt, interest rate (percentage) | 2.50% | 2.50% |
Capital Stock - Accumulated Oth
Capital Stock - Accumulated Other Comprehensive Loss (Details) - 2.5% (€650 million) senior notes due 2022 - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign currency translation gains (losses), net of tax | $ (17) | $ (15) |
Foreign currency translation gains (losses), before tax | $ (22) | $ (19) |
Debt, interest rate (percentage) | 2.50% |
Earnings (Loss) Per Share - Bas
Earnings (Loss) Per Share - Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) attributable to Expedia Group, Inc. | $ (736) | $ 183 | $ (2,037) | $ 80 |
Preferred stock dividend | (17) | 0 | (17) | 0 |
Net income (loss) attributable to Expedia Group, Inc. common stockholders | $ (753) | $ 183 | $ (2,054) | $ 80 |
Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders: | ||||
Basic (in dollars per share) | $ (5.34) | $ 1.23 | $ (14.57) | $ 0.54 |
Diluted (in dollars per share) | $ (5.34) | $ 1.21 | $ (14.57) | $ 0.53 |
Weighted average number of shares outstanding (000's): | ||||
Basic (in shares) | 141,072 | 149,049 | 140,947 | 148,468 |
Dilutive effect of: | ||||
Options to purchase common stock (in shares) | 0 | 1,893 | 0 | 1,944 |
Other dilutive securities (in shares) | 0 | 619 | 0 | 645 |
Diluted (in shares) | 141,072 | 151,561 | 140,947 | 151,057 |
Earnings (Loss) Per Share - Add
Earnings (Loss) Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Outstanding stock awards excluded from calculation of diluted earnings per share | 26 | 5 | 26 | 5 |
Restructuring and Related Reo_3
Restructuring and Related Reorganization Charges (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring and related reorganization charges | $ 53 | $ 4 | $ 128 | $ 14 |
Restructuring and related cost, expected cost | $ 60 | $ 60 |
Restructuring and Related Reo_4
Restructuring and Related Reorganization Charges - Summary of the Restructuring and Related Reorganization Activity (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restructuring Reserve [Roll Forward] | ||||
Accrued liability as of January 1, 2020 | $ 17 | |||
Charges | $ 53 | $ 4 | 128 | $ 14 |
Payments | (77) | |||
Accrued liability as of June 30, 2020 | 68 | 68 | ||
Employee Severance and Benefits | ||||
Restructuring Reserve [Roll Forward] | ||||
Accrued liability as of January 1, 2020 | 11 | |||
Charges | 122 | |||
Payments | (65) | |||
Accrued liability as of June 30, 2020 | 68 | 68 | ||
Other | ||||
Restructuring Reserve [Roll Forward] | ||||
Accrued liability as of January 1, 2020 | 6 | |||
Charges | 6 | |||
Payments | (12) | |||
Accrued liability as of June 30, 2020 | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 22.30% | 20.40% | 12.10% | 7.20% |
IRS | ||||
Income Tax Examination [Line Items] | ||||
Possible increase in U.S. taxable income | $ 696 | |||
Possible additional federal tax expense | $ 244 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - Litigation relating to occupancy tax $ in Millions | 6 Months Ended | |
Jun. 30, 2020USD ($)LegalMatter | Dec. 31, 2019USD ($) | |
Commitment And Contingencies [Line Items] | ||
Number of lawsuits filed | 101 | |
Number of lawsuits currently active | 8 | |
Number of lawsuits dismissed to date | 47 | |
Number of dismissals based on finding that defendant was not subject to local hotel occupancy tax or the local government lacked standing to pursue claims | 33 | |
Reserve for legal contingencies | $ | $ 59 | $ 48 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 566 | $ 3,153 | $ 2,775 | $ 5,762 |
Corporate & Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 17 | $ (88) | 5 | $ (173) |
Corporate & Eliminations | Bodybuilding.com | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 20 | $ 59 |
Segment Information (Detail)
Segment Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 566 | $ 3,153 | $ 2,775 | $ 5,762 |
Intersegment revenue | 0 | 0 | 0 | 0 |
Adjusted EBITDA | (436) | 568 | (512) | 744 |
Depreciation | (191) | (176) | (376) | (352) |
Amortization of intangible assets | (41) | (52) | (85) | (104) |
Impairment of goodwill | (20) | 0 | (785) | 0 |
Impairment of intangible assets | (10) | 0 | (131) | 0 |
Stock-based compensation | (54) | (59) | (109) | (115) |
Legal reserves, occupancy tax and other | (8) | (4) | 13 | (14) |
Restructuring and related reorganization charges | (53) | (4) | (128) | (14) |
Realized (gain) loss on revenue hedges | (36) | (8) | (30) | (11) |
Operating income (loss) | (849) | 265 | (2,143) | 134 |
Other expense, net | (104) | (30) | (289) | (40) |
Income before income taxes | (953) | 235 | (2,432) | 94 |
Provision for income taxes | 213 | (48) | 295 | (7) |
Net income (loss) | (740) | 187 | (2,137) | 87 |
Net (income) loss attributable to non-controlling interests | 4 | (4) | 100 | (7) |
Net income (loss) attributable to Expedia Group, Inc. | (736) | 183 | (2,037) | 80 |
Preferred stock dividend | (17) | 0 | (17) | 0 |
Net income (loss) attributable to Expedia Group, Inc. common stockholders | (753) | 183 | (2,054) | 80 |
Corporate & Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 17 | (88) | 5 | (173) |
Intersegment revenue | (3) | (88) | (54) | (173) |
Adjusted EBITDA | (89) | (130) | (212) | (245) |
Depreciation | (18) | (19) | (40) | (37) |
Amortization of intangible assets | (41) | (52) | (85) | (104) |
Impairment of goodwill | (20) | (785) | ||
Impairment of intangible assets | (10) | (131) | ||
Stock-based compensation | (54) | (59) | (109) | (115) |
Legal reserves, occupancy tax and other | (8) | (4) | 13 | (14) |
Restructuring and related reorganization charges | (53) | (4) | (128) | (14) |
Realized (gain) loss on revenue hedges | 0 | 0 | 0 | 0 |
Operating income (loss) | (293) | (268) | (1,477) | (529) |
Corporate & Eliminations | Bodybuilding.com | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 20 | 59 | ||
Retail | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 463 | 2,333 | 2,045 | 4,234 |
Retail | Reportable Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 463 | 2,333 | 2,045 | 4,234 |
Intersegment revenue | 0 | 0 | 0 | 0 |
Adjusted EBITDA | (203) | 548 | (181) | 743 |
Depreciation | (136) | (127) | (264) | (255) |
Amortization of intangible assets | 0 | 0 | 0 | 0 |
Impairment of goodwill | 0 | 0 | ||
Impairment of intangible assets | 0 | 0 | ||
Stock-based compensation | 0 | 0 | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 | 0 | 0 |
Realized (gain) loss on revenue hedges | (36) | (4) | (27) | (6) |
Operating income (loss) | (375) | 417 | (472) | 482 |
B2B | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 68 | 657 | 553 | 1,213 |
B2B | Reportable Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 68 | 657 | 553 | 1,213 |
Intersegment revenue | 0 | 0 | 0 | 0 |
Adjusted EBITDA | (128) | 130 | (102) | 202 |
Depreciation | (34) | (27) | (66) | (54) |
Amortization of intangible assets | 0 | 0 | 0 | 0 |
Impairment of goodwill | 0 | 0 | ||
Impairment of intangible assets | 0 | 0 | ||
Stock-based compensation | 0 | 0 | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 | 0 | 0 |
Realized (gain) loss on revenue hedges | 0 | (4) | (3) | (5) |
Operating income (loss) | (162) | 99 | (171) | 143 |
trivago | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 15 | 163 | 118 | 315 |
trivago | Reportable Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 18 | 251 | 172 | 488 |
Intersegment revenue | 3 | 88 | 54 | 173 |
Adjusted EBITDA | (16) | 20 | (17) | 44 |
Depreciation | (3) | (3) | (6) | (6) |
Amortization of intangible assets | 0 | 0 | 0 | 0 |
Impairment of goodwill | 0 | 0 | ||
Impairment of intangible assets | 0 | 0 | ||
Stock-based compensation | 0 | 0 | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 | 0 | 0 |
Realized (gain) loss on revenue hedges | 0 | 0 | 0 | 0 |
Operating income (loss) | $ (19) | $ 17 | $ (23) | $ 38 |
Segment Information - Revenue b
Segment Information - Revenue by Business Model and Service Type (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 566 | $ 3,153 | $ 2,775 | $ 5,762 |
Lodging | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 487 | 2,204 | 2,029 | 3,893 |
Air | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | (70) | 228 | 39 | 476 |
Advertising and media | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 25 | 284 | 228 | 549 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 124 | 437 | 479 | 844 |
Sales Channel, Through Intermediary | Merchant | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 368 | 1,758 | 1,708 | 3,193 |
Sales Channel, Through Intermediary | Agency | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 105 | 1,047 | 667 | 1,889 |
Sales Channel, Through Intermediary | Advertising, media and other | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 93 | $ 348 | $ 400 | $ 680 |
Subsequent Events Narrative (De
Subsequent Events Narrative (Details) - USD ($) | May 05, 2020 | Jul. 14, 2020 |
Series A Preferred Stock | ||
Subsequent Event [Line Items] | ||
Preferred stock, dividend rate, percentage | 9.50% | |
Subsequent Event | Unsecured Senior Notes | ||
Subsequent Event [Line Items] | ||
Senior unsecured notes principal amount | $ 1,250,000,000 | |
Subsequent Event | 3.600% senior notes due 2023 | Unsecured Senior Notes | ||
Subsequent Event [Line Items] | ||
Senior unsecured notes principal amount | $ 500,000,000 | |
Debt, interest rate (percentage) | 3.60% | |
Senior notes issued price percentage | 99.922% | |
Subsequent Event | 4.625% senior notes due 2027 | Unsecured Senior Notes | ||
Subsequent Event [Line Items] | ||
Senior unsecured notes principal amount | $ 750,000,000 | |
Debt, interest rate (percentage) | 4.625% | |
Senior notes issued price percentage | 99.997% |