Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 23, 2018 | |
Entity Information | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | FB | |
Entity Registrant Name | Facebook Inc | |
Entity Central Index Key | 1,326,801 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Class A Common Stock | ||
Entity Information | ||
Entity Common Stock, Shares Outstanding | 2,411,679,559 | |
Class B Common Stock | ||
Entity Information | ||
Entity Common Stock, Shares Outstanding | 475,539,105 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 11,552 | $ 8,079 |
Marketable securities | 30,757 | 33,632 |
Accounts receivable, net of allowances of $198 and $189 as of June 30, 2018 and December 31, 2017, respectively | 5,590 | 5,832 |
Prepaid expenses and other current assets | 1,934 | 1,020 |
Total current assets | 49,833 | 48,563 |
Property and equipment, net | 18,357 | 13,721 |
Intangible assets, net | 1,573 | 1,884 |
Goodwill | 18,263 | 18,221 |
Other assets | 2,265 | 2,135 |
Total assets | 90,291 | 84,524 |
Current liabilities: | ||
Accounts payable | 419 | 380 |
Partners payable | 440 | 390 |
Accrued expenses and other current liabilities | 3,720 | 2,892 |
Deferred revenue and deposits | 91 | 98 |
Total current liabilities | 4,670 | 3,760 |
Other liabilities | 6,239 | 6,417 |
Total liabilities | 10,909 | 10,177 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, $0.000006 par value; 5,000 million Class A shares authorized, 2,413 million and 2,397 million shares issued and outstanding, as of June 30, 2018 and December 31, 2017, respectively; 4,141 million Class B shares authorized, 478 million and 509 million shares issued and outstanding, as of June 30, 2018 and December 31, 2017, respectively. | 0 | 0 |
Additional paid-in capital | 41,832 | 40,584 |
Accumulated other comprehensive loss | (687) | (227) |
Retained earnings | 38,237 | 33,990 |
Total stockholders' equity | 79,382 | 74,347 |
Total liabilities and stockholders' equity | $ 90,291 | $ 84,524 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Accounts receivable, allowances for doubtful accounts | $ 198 | $ 189 |
Stockholders' equity: | ||
Common stock, par value (in dollars per share) | $ 0.000006 | $ 0.000006 |
Class A Common Stock | ||
Stockholders' equity: | ||
Common stock, shares authorized (in shares) | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued (in shares) | 2,413,000,000 | 2,397,000,000 |
Common stock, shares outstanding (in shares) | 2,413,000,000 | 2,397,000,000 |
Class B Common Stock | ||
Stockholders' equity: | ||
Common stock, shares authorized (in shares) | 4,141,000,000 | 4,141,000,000 |
Common stock, shares issued (in shares) | 478,000,000 | 509,000,000 |
Common stock, shares outstanding (in shares) | 478,000,000 | 509,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue | $ 13,231 | $ 9,321 | $ 25,197 | $ 17,353 |
Costs and expenses: | ||||
Cost of revenue | 2,214 | 1,237 | 4,141 | 2,395 |
Research and development | 2,523 | 1,919 | 4,761 | 3,753 |
Marketing and sales | 1,855 | 1,124 | 3,450 | 2,181 |
General and administrative | 776 | 640 | 1,532 | 1,295 |
Total costs and expenses | 7,368 | 4,920 | 13,884 | 9,624 |
Income from operations | 5,863 | 4,401 | 11,313 | 7,729 |
Interest and other income, net | 5 | 87 | 165 | 168 |
Income before provision for income taxes | 5,868 | 4,488 | 11,478 | 7,897 |
Provision for income taxes | 762 | 594 | 1,385 | 938 |
Net income | 5,106 | 3,894 | 10,093 | 6,959 |
Less: Net income attributable to participating securities | 0 | 4 | 1 | 10 |
Net income attributable to Class A and Class B common stockholders | $ 5,106 | $ 3,890 | $ 10,092 | $ 6,949 |
Earnings per share attributable to Class A and Class B common stockholders: | ||||
Basic (in dollars per share) | $ 1.76 | $ 1.34 | $ 3.48 | $ 2.40 |
Diluted (in dollars per share) | $ 1.74 | $ 1.32 | $ 3.43 | $ 2.36 |
Weighted average shares used to compute earnings per share attributable to Class A and Class B common stockholders: | ||||
Basic (in shares) | 2,895 | 2,900 | 2,900 | 2,895 |
Diluted (in shares) | 2,930 | 2,951 | 2,939 | 2,950 |
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | $ 1,186 | $ 1,032 | $ 2,141 | $ 1,899 |
Cost of revenue | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | 74 | 47 | 130 | 81 |
Research and development | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | 881 | 787 | 1,599 | 1,457 |
Marketing and sales | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | 139 | 120 | 248 | 216 |
General and administrative | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | $ 92 | $ 78 | $ 164 | $ 145 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 5,106 | $ 3,894 | $ 10,093 | $ 6,959 |
Other comprehensive income (loss): | ||||
Change in foreign currency translation adjustment, net of tax | (372) | 246 | (278) | 306 |
Change in unrealized gain/loss on available-for-sale investments and other, net of tax | (21) | 10 | (182) | 27 |
Comprehensive income | $ 4,713 | $ 4,150 | $ 9,633 | $ 7,292 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities | ||
Net income | $ 10,093 | $ 6,959 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 1,983 | 1,400 |
Share-based compensation | 2,141 | 1,899 |
Deferred income taxes | 54 | (58) |
Other | 18 | 12 |
Changes in assets and liabilities: | ||
Accounts receivable | 161 | 223 |
Prepaid expenses and other current assets | (898) | (577) |
Other assets | (59) | 82 |
Accounts payable | 50 | (38) |
Partners payable | 53 | (10) |
Accrued expenses and other current liabilities | 690 | 157 |
Deferred revenue and deposits | (4) | (4) |
Other liabilities | (124) | 373 |
Net cash provided by operating activities | 14,158 | 10,418 |
Cash flows from investing activities | ||
Purchases of property and equipment | (6,272) | (2,715) |
Purchases of marketable securities | (8,283) | (14,137) |
Sales of marketable securities | 8,612 | 3,998 |
Maturities of marketable securities | 2,338 | 1,498 |
Acquisitions of businesses, net of cash acquired, and purchases of intangible assets | (65) | (8) |
Other investing activities, net | (1) | (22) |
Net cash used in investing activities | (3,671) | (11,386) |
Cash flows from financing activities | ||
Taxes paid related to net share settlement of equity awards | (1,758) | (1,495) |
Repurchases of Class A common stock | (5,123) | (378) |
Other financing activities, net | 7 | 12 |
Net cash used in financing activities | (6,874) | (1,861) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (149) | 122 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 3,464 | (2,707) |
Cash, cash equivalents, and restricted cash at beginning of year | 8,204 | 9,109 |
Cash, cash equivalents, and restricted cash at end of the period | 11,668 | 6,402 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||
Cash and cash equivalents | 11,552 | 6,252 |
Total cash, cash equivalents, and restricted cash | 8,204 | 9,109 |
Cash paid during the period for: | ||
Income taxes, net | 2,281 | 1,359 |
Non-cash investing and financing activities: | ||
Net change in prepaids and liabilities related to property and equipment additions | 231 | 240 |
Change in unsettled repurchases of Class A common stock | $ 6 | $ 30 |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . The condensed consolidated balance sheet as of December 31, 2017 included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. The condensed consolidated financial statements include the accounts of Facebook, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2018 . Use of Estimates Conformity with GAAP requires the use of estimates and judgments that affect the reported amounts in the consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, those related to revenue recognition, collectability of accounts receivable, commitments and contingencies, fair value of financial instruments, fair value of acquired intangible assets and goodwill, useful lives of intangible assets and property and equipment, leases, and income taxes. These estimates are based on management's knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ materially from those estimates. Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), which generally requires companies to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet. This guidance will be effective for us in the first quarter of 2019 on a modified retrospective basis and early adoption is permitted. We will adopt the new standard effective January 1, 2019. We have selected a lease accounting system, and our implementation of it is substantially complete. Our evaluation of the use of optional practical expedients is pending upon the issuance of the ASU related to comparative reporting at adoption. While we continue to evaluate the effect of adopting this guidance on our consolidated financial statements and related disclosures, we expect our operating leases, as disclosed in Note 8 — Commitments and Contingencies, will be subject to the new standard. We will recognize right-of-use assets and operating lease liabilities on our consolidated balance sheets upon adoption, which will increase our total assets and liabilities. I n February 2018, the FASB issued Accounting Standards Update No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (ASU 2018-02), which allows companies to reclassify stranded tax effects resulting from the 2017 Tax Cuts and Jobs Act (the Tax Act), from accumulated other comprehensive income to retained earnings. The new standard is effective for us beginning January 1, 2019, with early adoption permitted. We are currently evaluating the timing of adopting this guidance but do not expect such adoption to have a material impact on our consolidated financial statements and the related disclosures. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) Topic 605, Revenue Recognition (Topic 605). We adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method applied to those contracts which were not completed as of January 1, 2018. See Revenue Recognition below for further details. In October 2016, the FASB issued Accounting Standards Update No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers Other than Inventory (ASU 2016-16), which requires companies to recognize the income-tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs, rather than when the asset has been sold to an outside party. We adopted the new standard effective January 1, 2018, using the modified retrospective transition approach through a cumulative-effect adjustment to retained earnings as of the effective date, which was not material to our condensed consolidated financial statements. In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (ASU 2016-18), which requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts shown on the statements of cash flows. We adopted the new standard effective January 1, 2018, using the retrospective transition approach. The reclassified restricted cash balances from investing activities to changes in cash, cash equivalents and restricted cash on the condensed consolidated statements of cash flows were not material for all periods presented. In January 2017, the FASB issued Accounting Standards Update No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (ASU 2017-01), which revises the definition of a business and provides new guidance in evaluating when a set of transferred assets and activities is a business. We adopted the new standard effective January 1, 2018 on a prospective basis. The new standard did not have a material impact on our condensed consolidated financial statements. Revenue Recognition On January 1, 2018, we adopted Topic 606, using the modified retrospective transition method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Topic 605. The impact of adopting the new revenue standard was not material to our condensed consolidated financial statements and there was no adjustment to beginning retained earnings on January 1, 2018. Under Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, we satisfy a performance obligation. Revenue disaggregated by revenue source for the three and six months ended June 30, 2018 and 2017 , consists of the following (in millions). Revenue excludes sales and usage-based taxes where it has been determined that we are acting as a pass-through agent. Three Months Ended June 30, Six Months Ended June 30, 2018 2017 (1) 2018 2017 (1) Advertising $ 13,038 $ 9,164 $ 24,833 $ 17,021 Payments and other fees 193 157 364 332 Total revenue $ 13,231 $ 9,321 $ 25,197 $ 17,353 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. Revenue disaggregated by geography, based on the billing address of our customer (in millions): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 (1) 2018 2017 (1) Revenue: US & Canada (2) $ 5,982 $ 4,359 $ 11,424 $ 8,149 Europe (3) 3,307 2,332 6,334 4,300 Asia-Pacific 2,772 1,806 5,247 3,382 Rest of World (3) 1,170 824 2,192 1,522 Total revenue $ 13,231 $ 9,321 $ 25,197 $ 17,353 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. (2) United States revenue was $5.60 billion and $4.05 billion for the three months ended June 30, 2018 and 2017 , respectively, and $10.69 billion and $7.57 billion for the six months ended June 30, 2018 and 2017 , respectively. (3) Europe includes Russia and Turkey, and Rest of World includes Africa, Latin America, and the Middle East. Advertising Advertising revenue is generated by displaying ad products on Facebook, Instagram, Messenger, and third-party affiliated websites or mobile applications. Marketers pay for ad products either directly or through their relationships with advertising agencies, based on the number of impressions delivered or the number of actions, such as clicks, taken by our users. Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We recognize revenue from the display of impression-based ads in the contracted period in which the impressions are delivered. Impressions are considered delivered when an ad is displayed to users. We recognize revenue from the delivery of action-based ads in the period in which a user takes the action the marketer contracted for. For advertising revenue arrangements where we are not the principal, we recognize revenue on a net basis. We may accept a lower consideration than the amount promised per the contract for certain revenue transactions and certain customers may receive cash-based incentives or credits, which are accounted for as variable consideration when estimating the amount of revenue to recognize. We believe that there will not be significant changes to our estimates of variable consideration. Payments and Other Fees Payments revenue is comprised of the net fee we receive from developers using our Payments infrastructure. Other fees revenue, which was not material for all periods presented in our financial statements, consists primarily of revenue from the delivery of virtual reality platform devices, as well as revenue from various other sources. Revenue is recognized net of applicable sales and other taxes. Deferred Revenue and Deposits Deferred revenue consists of billings and payments from marketers in advance of revenue recognition. Deposits relate to unused balances held on behalf of our users. Once this balance is utilized by a user, approximately 70% of this amount would then be payable to the developer and the balance would be recognized as revenue. The decrease in the deferred revenue balance for the six months ended June 30, 2018 was driven by revenue recognized that was included in the deferred revenue balance at the beginning of the period. Our payment terms vary by the products or services offered. The term between billings and when payment is due is not significant. For certain products or services and customer types, we require payment before the products or services are delivered to the customer. Deferred revenue and deposits consists of the following (in millions): June 30, 2018 December 31, 2017 Deferred revenue $ 62 $ 68 Deposits 29 30 Total deferred revenue and deposits $ 91 $ 98 Practical Expedients and Exemptions We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses. 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. |
Earnings per Share (Notes)
Earnings per Share (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share We compute earnings per share (EPS) of Class A and Class B common stock using the two-class method required for participating securities. We consider restricted stock awards to be participating securities because holders of such shares have non-forfeitable dividend rights in the event of our declaration of a dividend for common shares. Undistributed earnings allocated to participating securities are subtracted from net income in determining net income attributable to common stockholders. Basic EPS is computed by dividing net income attributable to common stockholders by the weighted-average number of shares of our Class A and Class B common stock outstanding, adjusted for outstanding shares that are subject to repurchase. For the calculation of diluted EPS, net income attributable to common stockholders for basic EPS is adjusted by the effect of dilutive securities, such as awards under our equity compensation plans and inducement awards under separate non-plan restricted stock unit (RSU) award agreements. In addition, the computation of the diluted EPS of Class A common stock assumes the conversion of our Class B common stock to Class A common stock, while the diluted EPS of Class B common stock does not assume the conversion of those shares to Class A common stock. Diluted EPS attributable to common stockholders is computed by dividing the resulting net income attributable to common stockholders by the weighted-average number of fully diluted common shares outstanding. RSUs with anti-dilutive effect were excluded from the EPS calculation and they were not material for the three and six months ended June 30, 2018 and 2017 , respectively. Basic and diluted EPS are the same for each class of common stock because they are entitled to the same liquidation and dividend rights. The numerators and denominators of the basic and diluted EPS computations for our common stock are calculated as follows (in millions, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Class A Class B Class A Class B Class A Class B Class A Class B Basic EPS: Numerator Net income $ 4,246 $ 860 $ 3,177 $ 717 $ 8,368 $ 1,725 $ 5,673 $ 1,286 Less: Net income attributable to participating securities — — 4 — 1 — 8 2 Net income attributable to common stockholders $ 4,246 $ 860 $ 3,173 $ 717 $ 8,367 $ 1,725 $ 5,665 $ 1,284 Denominator Weighted average shares outstanding 2,407 488 2,368 535 2,405 495 2,363 536 Less: Shares subject to repurchase — — 2 1 — — 3 1 Number of shares used for basic EPS computation 2,407 488 2,366 534 2,405 495 2,360 535 Basic EPS $ 1.76 $ 1.76 $ 1.34 $ 1.34 $ 3.48 $ 3.48 $ 2.40 $ 2.40 Diluted EPS: Numerator Net income attributable to common stockholders $ 4,246 $ 860 $ 3,173 $ 717 $ 8,367 $ 1,725 $ 5,665 $ 1,284 Reallocation of net income attributable to participating securities — — 4 — 1 — 10 — Reallocation of net income as a result of conversion of Class B to Class A common stock 860 — 717 — 1,725 — 1,284 — Reallocation of net income to Class B common stock — (4 ) — (2 ) — (9 ) — (1 ) Net income attributable to common stockholders for diluted EPS $ 5,106 $ 856 $ 3,894 $ 715 $ 10,093 $ 1,716 $ 6,959 $ 1,283 Denominator Number of shares used for basic EPS computation 2,407 488 2,366 534 2,405 495 2,360 535 Conversion of Class B to Class A common stock 488 — 534 — 495 — 535 — Weighted average effect of dilutive securities: Employee stock options 2 2 4 4 3 3 4 4 RSUs 33 1 45 3 36 2 47 3 Shares subject to repurchase and other — — 2 1 — — 4 2 Number of shares used for diluted EPS computation 2,930 491 2,951 542 2,939 500 2,950 544 Diluted EPS $ 1.74 $ 1.74 $ 1.32 $ 1.32 $ 3.43 $ 3.43 $ 2.36 $ 2.36 |
Cash and Cash Equivalents, and
Cash and Cash Equivalents, and Marketable Securities (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Cash and Cash Equivalents, and Marketable Securities [Abstract] | |
Cash and Cash Equivalents, and Marketable Securities | Cash and Cash Equivalents, and Marketable Securities The following table sets forth the cash and cash equivalents, and marketable securities (in millions): June 30, 2018 December 31, 2017 Cash and cash equivalents: Cash $ 2,117 $ 2,212 Money market funds 6,676 5,268 U.S. government securities 961 66 U.S. government agency securities 458 25 Certificate of deposits and time deposits 1,340 440 Corporate debt securities — 68 Total cash and cash equivalents 11,552 8,079 Marketable securities: U.S. government securities 12,961 12,766 U.S. government agency securities 8,659 10,944 Corporate debt securities 9,137 9,922 Total marketable securities 30,757 33,632 Total cash and cash equivalents, and marketable securities $ 42,309 $ 41,711 The gross unrealized gains or losses on our marketable securities as of June 30, 2018 and December 31, 2017 were not significant. In addition, the gross unrealized loss that had been in a continuous loss position for 12 months or longer was not significant as of June 30, 2018 and December 31, 2017 . As of June 30, 2018 , we considered the decreases in market value on our marketable securities to be temporary in nature and did not consider any of our investments to be other-than-temporarily impaired. The following table classifies our marketable securities by contractual maturities (in millions): June 30, 2018 Due in one year $ 7,427 Due in one to five years 23,330 Total $ 30,757 |
Fair Value Measurement (Notes)
Fair Value Measurement (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following table summarizes our assets measured at fair value and the classification by level of input within the fair value hierarchy (in millions): Fair Value Measurement at Reporting Date Using Description June 30, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 6,676 $ 6,676 $ — $ — U.S. government securities 961 961 — — U.S. government agency securities 458 458 — — Certificate of deposits and time deposits 1,340 — 1,340 — Marketable securities: U.S. government securities 12,961 12,961 — — U.S. government agency securities 8,659 8,659 — — Corporate debt securities 9,137 — 9,137 — Total cash equivalents and marketable securities $ 40,192 $ 29,715 $ 10,477 $ — Fair Value Measurement at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 5,268 $ 5,268 $ — $ — U.S. government securities 66 66 — — U.S. government agency securities 25 25 — — Certificate of deposits and time deposits 440 — 440 — Corporate debt securities 68 — 68 — Marketable securities: U.S. government securities 12,766 12,766 — — U.S. government agency securities 10,944 10,944 — — Corporate debt securities 9,922 — 9,922 — Total cash equivalents and marketable securities $ 39,499 $ 29,069 $ 10,430 $ — We classify our cash equivalents and marketable securities within Level 1 or Level 2 because we use quoted market prices or alternative pricing sources and models utilizing market observable inputs to determine their fair value. |
Property and Equipment (Notes)
Property and Equipment (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following (in millions): June 30, December 31, Land $ 844 $ 798 Buildings 5,935 4,909 Leasehold improvements 1,472 959 Network equipment 10,147 7,998 Computer software, office equipment and other 896 681 Construction in progress 4,624 2,992 Total 23,918 18,337 Less: Accumulated depreciation (5,561 ) (4,616 ) Property and equipment, net $ 18,357 $ 13,721 Construction in progress includes costs related to construction of data centers, network equipment infrastructure to support our data centers around the world, and office buildings. No interest was capitalized during the three and six months ended June 30, 2018 and 2017 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets During the six months ended June 30, 2018 , we completed business acquisitions that were not material to our condensed consolidated financial statements, either individually or in the aggregate. Accordingly, pro forma historical results of operations related to these business acquisitions during the six months ended June 30, 2018 have not been presented. We have included the financial results of these business acquisitions in our condensed consolidated financial statements from their respective dates of acquisition. The changes in the carrying amount of goodwill for the six months ended June 30, 2018 are as follows (in millions): Balance as of December 31, 2017 $ 18,221 Goodwill acquired 47 Effect of currency translation adjustment (5 ) Balance as of June 30, 2018 $ 18,263 Intangible assets consist of the following (in millions): June 30, 2018 December 31, 2017 Weighted-Average Remaining Useful Lives (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired users 3.3 $ 2,056 $ (1,116 ) $ 940 $ 2,056 $ (971 ) $ 1,085 Acquired technology 1.4 988 (796 ) 192 972 (711 ) 261 Acquired patents 5.4 785 (532 ) 253 785 (499 ) 286 Trade names 1.8 629 (461 ) 168 629 (406 ) 223 Other 2.4 162 (142 ) 20 162 (133 ) 29 Total intangible assets 3.2 $ 4,620 $ (3,047 ) $ 1,573 $ 4,604 $ (2,720 ) $ 1,884 Amortization expense of intangible assets was $158 million and $327 million for the three and six months ended June 30, 2018 , respectively, and $174 million and $349 million for the three and six months ended June 30, 2017 , respectively. As of June 30, 2018 , expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter is as follows (in millions): The remainder of 2018 $ 311 2019 545 2020 370 2021 266 2022 29 Thereafter 52 Total $ 1,573 |
Long-term Debt (Notes)
Long-term Debt (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt In May 2016, we entered into a $2.0 billion senior unsecured revolving credit facility, and any amounts outstanding under this facility will be due and payable on May 20, 2021. As of June 30, 2018 , no amounts had been drawn down, and we were in compliance with the covenants under this facility. |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Leases During the six months ended June 30, 2018 , we entered into additional non-cancelable operating lease agreements. Our various non-cancelable operating lease agreements, which include among others, certain of our offices, data center, and colocation leases, have original lease periods expiring between 2018 and 2040 . Operating lease expense was $138 million and $267 million for the three and six months ended June 30, 2018 , respectively, and $81 million and $156 million for the three and six months ended June 30, 2017 , respectively. The following is a schedule, by years, of the future minimum lease payments required under non-cancelable operating leases as of June 30, 2018 (in millions): Operating Leases Financing obligation, building in progress - leased facilities (1) The remainder of 2018 $ 265 $ — 2019 634 2 2020 755 14 2021 839 15 2022 827 15 Thereafter 6,438 149 Total minimum lease payments $ 9,758 $ 195 (1) We entered into agreements to lease office buildings that are under construction. As a result of our involvement during these construction periods, we are considered for accounting purposes to be the owner of the construction projects. Financing obligation, building in progress - leased facilities represent the total expected financing and lease obligations associated with these leases and will be settled through monthly lease payments to the landlords when we occupy the office spaces upon completion. This amount includes $121 million that is included in property and equipment, net and other liabilities on our condensed consolidated balance sheets as of June 30, 2018 . Subsequent to June 30, 2018, we entered into an approximately $700 million non-cancelable lease agreement for an office space. Other contractual commitments We also have $3.63 billion of non-cancelable contractual commitments as of June 30, 2018 , primarily related to network infrastructure and our data center operations. The majority of these commitments are due within a year . Contingencies Beginning on March 20, 2018, multiple putative class actions and derivative actions were filed in state and federal courts in the United States and elsewhere against us and certain of our directors and officers alleging violations of securities laws, breach of fiduciary duties, and other causes of action in connection with the misuse of certain data by a developer that shared such data with third parties in violation of our terms and policies, and seeking unspecified damages and injunctive relief. We believe these lawsuits are without merit, and we are vigorously defending them. In addition, the events surrounding this misuse of data became the subject of U.S. Federal Trade Commission and other government inquiries in the United States, Europe, and other jurisdictions. It is reasonably possible that some of these actions or inquiries could subject us to substantial losses, although we are currently unable to estimate the amount of such losses. In addition, from time to time, we are subject to litigation and other proceedings involving law enforcement and other regulatory agencies, including in particular in Brazil and Europe, in order to ascertain the precise scope of our legal obligations to comply with the requests of those agencies, including our obligation to disclose user information in particular circumstances. A number of such instances have resulted in the assessment of fines and penalties against us. We believe we have multiple legal grounds to satisfy these requests or prevail against associated fines and penalties, and we intend to vigorously defend such fines and penalties. Although we believe that it is reasonably possible that we may incur a loss in some of these cases, we are currently unable to estimate the amount of such losses or a range of possible losses. We are also party to various other legal proceedings, claims, and regulatory, tax or government inquiries and investigations that arise in the ordinary course of business. With respect to these matters, we evaluate the developments on a regular basis and accrue a liability when we believe a loss is probable and the amount can be reasonably estimated. We believe that the amount or any estimable range of reasonably possible or probable loss will not, either individually or in the aggregate, have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. However, the outcome of these matters is inherently uncertain. Therefore, if one or more of these matters were resolved against us for amounts in excess of management's expectations, our results of operations and financial condition, including in a particular reporting period in which any such outcome becomes probable and estimable, could be materially adversely affected. For information regarding income tax contingencies, see Note 10 — Income Taxes. |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Share Repurchase Program In November 2016, our board of directors authorized a $6.0 billion share repurchase program of our Class A common stock, which commenced in 2017 and does not have an expiration date. We completed repurchases under this authorization during the three months ended June 30, 2018 . In April 2018, the authorization of the repurchase of our Class A common stock was increased by an additional $9.0 billion . During the six months ended June 30, 2018 , we repurchased and subsequently retired approximately 29 million shares of our Class A common stock for an aggregate amount of approximately $5.13 billion . As of June 30, 2018 , approximately $7.8 billion remained available and authorized for repurchases. The timing and actual number of shares repurchased under this program depend on a variety of factors, including price, general business and market conditions, and other investment opportunities, and shares may be repurchased through open market purchases or privately negotiated transactions, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. Share-based Compensation Plans We maintain two share-based employee compensation plans: the 2012 Equity Incentive Plan, which was amended and restated in June 2016, and amended in February 2018 (Amended 2012 Plan), and the 2005 Stock Plan (collectively, Stock Plans). Our Amended 2012 Plan serves as the successor to our 2005 Stock Plan and provides for the issuance of incentive and nonstatutory stock options, restricted stock awards, stock appreciation rights, RSUs, performance shares, and stock bonuses to qualified employees, directors and consultants. Outstanding awards under the 2005 Stock Plan continue to be subject to the terms and conditions of the 2005 Stock Plan. Effective January 1, 2018, there were 67 million shares of our Class A common stock reserved for issuance under our Amended 2012 Plan. The number of shares reserved for issuance under our Amended 2012 Plan increases automatically on January 1 of each of the calendar years during the term of the Amended 2012 Plan, which will continue through and including April 2026 unless terminated earlier by our board of directors or a committee thereof, by a number of shares of Class A common stock equal to the lesser of (i) 2.5% of the total issued and outstanding shares of our Class A common stock as of the immediately preceding December 31st or (ii) a number of shares determined by our board of directors. The following table summarizes the activities of stock option awards under the Stock Plans for the six months ended June 30, 2018 : Shares Subject to Options Outstanding Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (1) (in thousands) (in years) (in millions) Balance as of December 31, 2017 3,078 $ 10.06 Stock options exercised (920 ) $ 8.50 Balance as of June 30, 2018 2,158 $ 10.72 2.0 $ 396 Stock options exercisable as of June 30, 2018 2,158 $ 10.72 2.0 $ 396 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the official closing price of our Class A common stock of $194.32 , as reported on the Nasdaq Global Select Market on June 30, 2018 . The following table summarizes the activities for our unvested RSUs for the six months ended June 30, 2018 : Unvested RSUs (1) Number of Shares Weighted Average Grant Date Fair Value (in thousands) Unvested at December 31, 2017 81,214 $ 110.49 Granted 29,176 $ 171.99 Vested (22,519 ) $ 97.37 Forfeited (2,681 ) $ 129.54 Unvested at June 30, 2018 85,190 $ 134.40 (1) Unvested shares includes an inducement award issued in connection with the WhatsApp acquisition in 2014 which is subject to the terms, restrictions, and conditions of a separate non-plan RSU award agreement. The fair value as of the respective vesting dates of RSUs that vested during the three and six months ended June 30, 2018 was $2.17 billion and $4.12 billion , respectively, and $1.51 billion and $3.21 billion during the three and six months ended June 30, 2017 , respectively. As of June 30, 2018 , there was $10.25 billion of unrecognized share-based compensation expense, substantially all of which was related to RSUs. This unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately three years based on vesting under the award service conditions. Included in this unrecognized share-based compensation expense are 4.6 million unvested shares as of June 30, 2018 , related to a RSU inducement award granted to an employee in connection with the WhatsApp acquisition in 2014. This award is subject to acceleration if the recipient's employment is terminated without "cause" or if the recipient resigns for "good reason". |
Income Taxes (Notes)
Income Taxes (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our tax provision for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that quarter. In each quarter, we update the estimated annual effective tax rate and make a year-to-date adjustment to the provision. The estimated annual effective tax rate is subject to significant volatility due to several factors, including our ability to accurately predict the proportion of our income (loss) before provision for income taxes in multiple jurisdictions, the effects of acquisitions, and the integration of those acquisitions. Our 2018 effective tax rate differs from the U.S. statutory rate of 21% primarily due to a portion of our income before provision for income taxes being earned in jurisdictions subject to tax rates lower than 21%, and the recognition of excess tax benefits from share-based compensation. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows us to record provisional amounts for the Tax Act during a measurement period not to extend beyond one year of the enactment date. We continue to analyze our provisional amounts, which are still subject to change during the measurement period. We anticipate further guidance on accounting interpretations from the FASB and application of the law from the U.S. Department of the Treasury. During the three and six months ended June 30, 2018 , we completed certain items for our remeasurement of deferred tax balances and recorded an immaterial adjustment. Our gross unrecognized tax benefits were $4.09 billion and $3.87 billion on June 30, 2018 and December 31, 2017 , respectively. If the gross unrecognized tax benefits as of June 30, 2018 were realized in a subsequent period, this would result in a tax benefit of $2.65 billion within our provision of income taxes at such time. The amount of interest and penalties accrued as of June 30, 2018 and December 31, 2017 was $275 million and $154 million , respectively. We expect to continue to accrue unrecognized tax benefits for certain recurring tax positions and anticipate that the amount for future quarters accrued will be similar to amounts accrued by quarter in 2017. On July 24, 2018, the Ninth Circuit Court of Appeals issued an opinion in Altera Corp. v. Commissioner requiring related parties in an intercompany cost-sharing arrangement to share expenses related to share-based compensation. This opinion reversed the prior decision of the United States Tax Court. We are currently evaluating the opinion as it applies to our facts and circumstances which could affect our tax obligations and effective tax rate for the third quarter. We are subject to taxation in the United States and various other state and foreign jurisdictions. The material jurisdictions in which we are subject to potential examination include the United States and by the Ireland tax authorities. We are under examination by the Internal Revenue Service (IRS) for our 2014 through 2016 tax years and Ireland for our 2012 through 2015 tax years. Our 2017 tax year remains open to examination by the IRS. Our 2016 and subsequent tax years remain open to examination in Ireland. In July 2016, we received a Statutory Notice of Deficiency (Notice) from the IRS related to transfer pricing with our foreign subsidiaries in conjunction with the examination of the 2010 tax year. While the Notice applies only to the 2010 tax year, the IRS states that it will also apply its position for tax years subsequent to 2010, which, if the IRS prevails in its position, could result in an additional federal tax liability of an estimated, aggregate amount of up to approximately $5.0 billion in excess of the amounts in our originally filed U.S. return, plus interest and any penalties asserted. We do not agree with the position of the IRS and have filed a petition in the United States Tax Court challenging the Notice. As of June 30, 2018 , we have not resolved this matter, and proceedings continue in the United States Tax Court. In March 2018, we received a second Notice from the IRS in conjunction with the examination of our 2011 through 2013 tax years. The IRS applied its position from the 2010 tax year to each of these years and also proposed new adjustments related to other transfer pricing with our foreign subsidiaries and certain tax credits that we claimed. If the IRS prevails in its position for these new adjustments, this could result in an additional federal tax liability of up to approximately $680 million in excess of the amounts in our originally filed U.S. return, plus interest and any penalties asserted. We do not agree with the positions of the IRS in the second Notice and have filed a petition in the United States Tax Court challenging the second Notice. We have previously accrued an estimated unrecognized tax benefit consistent with the guidance in ASC 740 that is lower than the potential additional federal tax liability from the positions taken by the IRS in the two Notices. In addition, if the IRS prevails in its positions related to transfer pricing with our foreign subsidiaries, the additional tax that we would owe would be partially offset by a reduction in the tax that we owe under the mandatory transition tax on accumulated foreign earnings from the Tax Act. We believe that adequate amounts have been reserved in accordance with ASC 740 for any adjustments to the provision for income taxes or other tax items that may ultimately result from these examinations. The timing of the resolution, settlement, and closure of any audits is highly uncertain, and it is reasonably possible that the balance of gross unrecognized tax benefits could significantly change in the next 12 months. Given the number of years remaining that are subject to examination, we are unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. If the taxing authorities prevail in the assessment of additional tax due, the assessed tax, interest, and penalties, if any, could have a material adverse impact on our financial position, results of operations, and cash flows. |
Geographical Information (Notes
Geographical Information (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Segments, Geographical Areas [Abstract] | |
Geographical Information | Geographical Information The following table sets forth property and equipment, net by geographic area (in millions): June 30, December 31, Property and equipment, net: United States $ 13,942 $ 10,406 Rest of the world (1) 4,415 3,315 Total property and equipment, net $ 18,357 $ 13,721 (1) No individual country, other than disclosed above, exceeded 10% of our total property and equipment, net for any period presented. For information regarding revenue disaggregated by geography, see Note 1 — Summary of Significant Accounting Policies, Revenue Recognition. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . The condensed consolidated balance sheet as of December 31, 2017 included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. The condensed consolidated financial statements include the accounts of Facebook, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2018 . |
Use of Estimates | Use of Estimates Conformity with GAAP requires the use of estimates and judgments that affect the reported amounts in the consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, those related to revenue recognition, collectability of accounts receivable, commitments and contingencies, fair value of financial instruments, fair value of acquired intangible assets and goodwill, useful lives of intangible assets and property and equipment, leases, and income taxes. These estimates are based on management's knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ materially from those estimates. |
Recently Issued and Adopted | Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), which generally requires companies to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet. This guidance will be effective for us in the first quarter of 2019 on a modified retrospective basis and early adoption is permitted. We will adopt the new standard effective January 1, 2019. We have selected a lease accounting system, and our implementation of it is substantially complete. Our evaluation of the use of optional practical expedients is pending upon the issuance of the ASU related to comparative reporting at adoption. While we continue to evaluate the effect of adopting this guidance on our consolidated financial statements and related disclosures, we expect our operating leases, as disclosed in Note 8 — Commitments and Contingencies, will be subject to the new standard. We will recognize right-of-use assets and operating lease liabilities on our consolidated balance sheets upon adoption, which will increase our total assets and liabilities. I n February 2018, the FASB issued Accounting Standards Update No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (ASU 2018-02), which allows companies to reclassify stranded tax effects resulting from the 2017 Tax Cuts and Jobs Act (the Tax Act), from accumulated other comprehensive income to retained earnings. The new standard is effective for us beginning January 1, 2019, with early adoption permitted. We are currently evaluating the timing of adopting this guidance but do not expect such adoption to have a material impact on our consolidated financial statements and the related disclosures. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) Topic 605, Revenue Recognition (Topic 605). We adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method applied to those contracts which were not completed as of January 1, 2018. See Revenue Recognition below for further details. In October 2016, the FASB issued Accounting Standards Update No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers Other than Inventory (ASU 2016-16), which requires companies to recognize the income-tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs, rather than when the asset has been sold to an outside party. We adopted the new standard effective January 1, 2018, using the modified retrospective transition approach through a cumulative-effect adjustment to retained earnings as of the effective date, which was not material to our condensed consolidated financial statements. In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (ASU 2016-18), which requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts shown on the statements of cash flows. We adopted the new standard effective January 1, 2018, using the retrospective transition approach. The reclassified restricted cash balances from investing activities to changes in cash, cash equivalents and restricted cash on the condensed consolidated statements of cash flows were not material for all periods presented. In January 2017, the FASB issued Accounting Standards Update No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (ASU 2017-01), which revises the definition of a business and provides new guidance in evaluating when a set of transferred assets and activities is a business. We adopted the new standard effective January 1, 2018 on a prospective basis. The new standard did not have a material impact on our condensed consolidated financial statements. |
Revenue Recognition | Revenue Recognition On January 1, 2018, we adopted Topic 606, using the modified retrospective transition method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Topic 605. The impact of adopting the new revenue standard was not material to our condensed consolidated financial statements and there was no adjustment to beginning retained earnings on January 1, 2018. Under Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, we satisfy a performance obligation Practical Expedients and Exemptions We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses. 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. Advertising Advertising revenue is generated by displaying ad products on Facebook, Instagram, Messenger, and third-party affiliated websites or mobile applications. Marketers pay for ad products either directly or through their relationships with advertising agencies, based on the number of impressions delivered or the number of actions, such as clicks, taken by our users. Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We recognize revenue from the display of impression-based ads in the contracted period in which the impressions are delivered. Impressions are considered delivered when an ad is displayed to users. We recognize revenue from the delivery of action-based ads in the period in which a user takes the action the marketer contracted for. For advertising revenue arrangements where we are not the principal, we recognize revenue on a net basis. We may accept a lower consideration than the amount promised per the contract for certain revenue transactions and certain customers may receive cash-based incentives or credits, which are accounted for as variable consideration when estimating the amount of revenue to recognize. We believe that there will not be significant changes to our estimates of variable consideration. Payments and Other Fees Payments revenue is comprised of the net fee we receive from developers using our Payments infrastructure. Other fees revenue, which was not material for all periods presented in our financial statements, consists primarily of revenue from the delivery of virtual reality platform devices, as well as revenue from various other sources. Revenue is recognized net of applicable sales and other taxes. Deferred Revenue and Deposits Deferred revenue consists of billings and payments from marketers in advance of revenue recognition. Deposits relate to unused balances held on behalf of our users. Once this balance is utilized by a user, approximately 70% of this amount would then be payable to the developer and the balance would be recognized as revenue. The decrease in the deferred revenue balance for the six months ended June 30, 2018 was driven by revenue recognized that was included in the deferred revenue balance at the beginning of the period. Our payment terms vary by the products or services offered. The term between billings and when payment is due is not significant. For certain products or services and customer types, we require payment before the products or services are delivered to the customer. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | Revenue disaggregated by revenue source for the three and six months ended June 30, 2018 and 2017 , consists of the following (in millions). Revenue excludes sales and usage-based taxes where it has been determined that we are acting as a pass-through agent. Three Months Ended June 30, Six Months Ended June 30, 2018 2017 (1) 2018 2017 (1) Advertising $ 13,038 $ 9,164 $ 24,833 $ 17,021 Payments and other fees 193 157 364 332 Total revenue $ 13,231 $ 9,321 $ 25,197 $ 17,353 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. Revenue disaggregated by geography, based on the billing address of our customer (in millions): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 (1) 2018 2017 (1) Revenue: US & Canada (2) $ 5,982 $ 4,359 $ 11,424 $ 8,149 Europe (3) 3,307 2,332 6,334 4,300 Asia-Pacific 2,772 1,806 5,247 3,382 Rest of World (3) 1,170 824 2,192 1,522 Total revenue $ 13,231 $ 9,321 $ 25,197 $ 17,353 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. (2) United States revenue was $5.60 billion and $4.05 billion for the three months ended June 30, 2018 and 2017 , respectively, and $10.69 billion and $7.57 billion for the six months ended June 30, 2018 and 2017 , respectively. (3) Europe includes Russia and Turkey, and Rest of World includes Africa, Latin America, and the Middle East. |
Deferred Revenue and Deposits | Deferred revenue and deposits consists of the following (in millions): June 30, 2018 December 31, 2017 Deferred revenue $ 62 $ 68 Deposits 29 30 Total deferred revenue and deposits $ 91 $ 98 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Numerators and Denominators of Basic and Diluted EPS Computations for Common Stock | The numerators and denominators of the basic and diluted EPS computations for our common stock are calculated as follows (in millions, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Class A Class B Class A Class B Class A Class B Class A Class B Basic EPS: Numerator Net income $ 4,246 $ 860 $ 3,177 $ 717 $ 8,368 $ 1,725 $ 5,673 $ 1,286 Less: Net income attributable to participating securities — — 4 — 1 — 8 2 Net income attributable to common stockholders $ 4,246 $ 860 $ 3,173 $ 717 $ 8,367 $ 1,725 $ 5,665 $ 1,284 Denominator Weighted average shares outstanding 2,407 488 2,368 535 2,405 495 2,363 536 Less: Shares subject to repurchase — — 2 1 — — 3 1 Number of shares used for basic EPS computation 2,407 488 2,366 534 2,405 495 2,360 535 Basic EPS $ 1.76 $ 1.76 $ 1.34 $ 1.34 $ 3.48 $ 3.48 $ 2.40 $ 2.40 Diluted EPS: Numerator Net income attributable to common stockholders $ 4,246 $ 860 $ 3,173 $ 717 $ 8,367 $ 1,725 $ 5,665 $ 1,284 Reallocation of net income attributable to participating securities — — 4 — 1 — 10 — Reallocation of net income as a result of conversion of Class B to Class A common stock 860 — 717 — 1,725 — 1,284 — Reallocation of net income to Class B common stock — (4 ) — (2 ) — (9 ) — (1 ) Net income attributable to common stockholders for diluted EPS $ 5,106 $ 856 $ 3,894 $ 715 $ 10,093 $ 1,716 $ 6,959 $ 1,283 Denominator Number of shares used for basic EPS computation 2,407 488 2,366 534 2,405 495 2,360 535 Conversion of Class B to Class A common stock 488 — 534 — 495 — 535 — Weighted average effect of dilutive securities: Employee stock options 2 2 4 4 3 3 4 4 RSUs 33 1 45 3 36 2 47 3 Shares subject to repurchase and other — — 2 1 — — 4 2 Number of shares used for diluted EPS computation 2,930 491 2,951 542 2,939 500 2,950 544 Diluted EPS $ 1.74 $ 1.74 $ 1.32 $ 1.32 $ 3.43 $ 3.43 $ 2.36 $ 2.36 |
Cash and Cash Equivalents, an21
Cash and Cash Equivalents, and Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Cash and Cash Equivalents, and Marketable Securities [Abstract] | |
Cash and Cash Equivalents, and Marketable Securities | The following table sets forth the cash and cash equivalents, and marketable securities (in millions): June 30, 2018 December 31, 2017 Cash and cash equivalents: Cash $ 2,117 $ 2,212 Money market funds 6,676 5,268 U.S. government securities 961 66 U.S. government agency securities 458 25 Certificate of deposits and time deposits 1,340 440 Corporate debt securities — 68 Total cash and cash equivalents 11,552 8,079 Marketable securities: U.S. government securities 12,961 12,766 U.S. government agency securities 8,659 10,944 Corporate debt securities 9,137 9,922 Total marketable securities 30,757 33,632 Total cash and cash equivalents, and marketable securities $ 42,309 $ 41,711 |
Marketable Securities by Contractual Maturities | The following table classifies our marketable securities by contractual maturities (in millions): June 30, 2018 Due in one year $ 7,427 Due in one to five years 23,330 Total $ 30,757 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value | The following table summarizes our assets measured at fair value and the classification by level of input within the fair value hierarchy (in millions): Fair Value Measurement at Reporting Date Using Description June 30, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 6,676 $ 6,676 $ — $ — U.S. government securities 961 961 — — U.S. government agency securities 458 458 — — Certificate of deposits and time deposits 1,340 — 1,340 — Marketable securities: U.S. government securities 12,961 12,961 — — U.S. government agency securities 8,659 8,659 — — Corporate debt securities 9,137 — 9,137 — Total cash equivalents and marketable securities $ 40,192 $ 29,715 $ 10,477 $ — Fair Value Measurement at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 5,268 $ 5,268 $ — $ — U.S. government securities 66 66 — — U.S. government agency securities 25 25 — — Certificate of deposits and time deposits 440 — 440 — Corporate debt securities 68 — 68 — Marketable securities: U.S. government securities 12,766 12,766 — — U.S. government agency securities 10,944 10,944 — — Corporate debt securities 9,922 — 9,922 — Total cash equivalents and marketable securities $ 39,499 $ 29,069 $ 10,430 $ — |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following (in millions): June 30, December 31, Land $ 844 $ 798 Buildings 5,935 4,909 Leasehold improvements 1,472 959 Network equipment 10,147 7,998 Computer software, office equipment and other 896 681 Construction in progress 4,624 2,992 Total 23,918 18,337 Less: Accumulated depreciation (5,561 ) (4,616 ) Property and equipment, net $ 18,357 $ 13,721 |
Goodwill and Intangible Asset24
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the six months ended June 30, 2018 are as follows (in millions): Balance as of December 31, 2017 $ 18,221 Goodwill acquired 47 Effect of currency translation adjustment (5 ) Balance as of June 30, 2018 $ 18,263 |
Schedule of Intangible Assets | Intangible assets consist of the following (in millions): June 30, 2018 December 31, 2017 Weighted-Average Remaining Useful Lives (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired users 3.3 $ 2,056 $ (1,116 ) $ 940 $ 2,056 $ (971 ) $ 1,085 Acquired technology 1.4 988 (796 ) 192 972 (711 ) 261 Acquired patents 5.4 785 (532 ) 253 785 (499 ) 286 Trade names 1.8 629 (461 ) 168 629 (406 ) 223 Other 2.4 162 (142 ) 20 162 (133 ) 29 Total intangible assets 3.2 $ 4,620 $ (3,047 ) $ 1,573 $ 4,604 $ (2,720 ) $ 1,884 |
Expected Amortization Expense for Unamortized Acquired Intangible Assets | As of June 30, 2018 , expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter is as follows (in millions): The remainder of 2018 $ 311 2019 545 2020 370 2021 266 2022 29 Thereafter 52 Total $ 1,573 |
Commitments and Contingencies25
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The following is a schedule, by years, of the future minimum lease payments required under non-cancelable operating leases as of June 30, 2018 (in millions): Operating Leases Financing obligation, building in progress - leased facilities (1) The remainder of 2018 $ 265 $ — 2019 634 2 2020 755 14 2021 839 15 2022 827 15 Thereafter 6,438 149 Total minimum lease payments $ 9,758 $ 195 (1) We entered into agreements to lease office buildings that are under construction. As a result of our involvement during these construction periods, we are considered for accounting purposes to be the owner of the construction projects. Financing obligation, building in progress - leased facilities represent the total expected financing and lease obligations associated with these leases and will be settled through monthly lease payments to the landlords when we occupy the office spaces upon completion. This amount includes $121 million that is included in property and equipment, net and other liabilities on our condensed consolidated balance sheets as of June 30, 2018 . |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Stock Option Activity under Stock Plans | The following table summarizes the activities of stock option awards under the Stock Plans for the six months ended June 30, 2018 : Shares Subject to Options Outstanding Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (1) (in thousands) (in years) (in millions) Balance as of December 31, 2017 3,078 $ 10.06 Stock options exercised (920 ) $ 8.50 Balance as of June 30, 2018 2,158 $ 10.72 2.0 $ 396 Stock options exercisable as of June 30, 2018 2,158 $ 10.72 2.0 $ 396 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the official closing price of our Class A common stock of $194.32 , as reported on the Nasdaq Global Select Market on June 30, 2018 . |
Restricted Stock Units Award Activity | The following table summarizes the activities for our unvested RSUs for the six months ended June 30, 2018 : Unvested RSUs (1) Number of Shares Weighted Average Grant Date Fair Value (in thousands) Unvested at December 31, 2017 81,214 $ 110.49 Granted 29,176 $ 171.99 Vested (22,519 ) $ 97.37 Forfeited (2,681 ) $ 129.54 Unvested at June 30, 2018 85,190 $ 134.40 (1) Unvested shares includes an inducement award issued in connection with the WhatsApp acquisition in 2014 which is subject to the terms, restrictions, and conditions of a separate non-plan RSU award agreement |
Geographical Information (Table
Geographical Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segments, Geographical Areas [Abstract] | |
Revenue and Property and Equipment by Geographic Area | The following table sets forth property and equipment, net by geographic area (in millions): June 30, December 31, Property and equipment, net: United States $ 13,942 $ 10,406 Rest of the world (1) 4,415 3,315 Total property and equipment, net $ 18,357 $ 13,721 (1) No individual country, other than disclosed above, exceeded 10% of our total property and equipment, net for any period presented. For information regarding revenue disaggregated by geography, see Note 1 — Summary of Significant Accounting Policies, Revenue Recognition. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies - Disaggregated Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 13,231 | $ 9,321 | $ 25,197 | $ 17,353 |
US & Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,982 | 4,359 | 11,424 | 8,149 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,307 | 2,332 | 6,334 | 4,300 |
Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,772 | 1,806 | 5,247 | 3,382 |
Rest of the world | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,170 | 824 | 2,192 | 1,522 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,600 | 4,050 | 10,690 | 7,570 |
Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13,038 | 9,164 | 24,833 | 17,021 |
Payments and other fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 193 | $ 157 | $ 364 | $ 332 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Deferred Revenue and Deposits (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Deferred revenue | $ 62 | $ 68 |
Deposits | 29 | 30 |
Total deferred revenue and deposits | $ 91 | $ 98 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Narrative (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Percentage payable to developer | 70.00% |
Earnings per Share - Basic and
Earnings per Share - Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator | ||||
Net income | $ 5,106 | $ 3,894 | $ 10,093 | $ 6,959 |
Less: Net income attributable to participating securities | 0 | 4 | 1 | 10 |
Net income attributable to Class A and Class B common stockholders | $ 5,106 | $ 3,890 | $ 10,092 | $ 6,949 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 2,895 | 2,900 | 2,900 | 2,895 |
Basic EPS (in dollars per share) | $ 1.76 | $ 1.34 | $ 3.48 | $ 2.40 |
Numerator | ||||
Net income attributable to common stockholders | $ 5,106 | $ 3,890 | $ 10,092 | $ 6,949 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 2,895 | 2,900 | 2,900 | 2,895 |
Weighted average effect of dilutive securities: | ||||
Number of shares used for diluted EPS computation (in shares) | 2,930 | 2,951 | 2,939 | 2,950 |
Diluted EPS (in dollars per share) | $ 1.74 | $ 1.32 | $ 3.43 | $ 2.36 |
Class A Common Stock | ||||
Numerator | ||||
Net income | $ 4,246 | $ 3,177 | $ 8,368 | $ 5,673 |
Less: Net income attributable to participating securities | 0 | 4 | 1 | 8 |
Net income attributable to Class A and Class B common stockholders | $ 4,246 | $ 3,173 | $ 8,367 | $ 5,665 |
Denominator | ||||
Weighted average shares outstanding (in shares) | 2,407 | 2,368 | 2,405 | 2,363 |
Less: Shares subject to repurchase (in shares) | 0 | 2 | 0 | 3 |
Number of shares used for basic EPS computation (in shares) | 2,407 | 2,366 | 2,405 | 2,360 |
Basic EPS (in dollars per share) | $ 1.76 | $ 1.34 | $ 3.48 | $ 2.40 |
Numerator | ||||
Net income attributable to common stockholders | $ 4,246 | $ 3,173 | $ 8,367 | $ 5,665 |
Reallocation of net income attributable to participating securities | 0 | 4 | 1 | 10 |
Reallocation of net income as a result of conversion of Class B to Class A common stock | 860 | 717 | 1,725 | 1,284 |
Reallocation of net income to Class B common stock | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders for diluted EPS | $ 5,106 | $ 3,894 | $ 10,093 | $ 6,959 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 2,407 | 2,366 | 2,405 | 2,360 |
Conversion of Class B to Class A common stock (in shares) | 488 | 534 | 495 | 535 |
Weighted average effect of dilutive securities: | ||||
Shares subject to repurchase (in shares) | 0 | 2 | 0 | 4 |
Number of shares used for diluted EPS computation (in shares) | 2,930 | 2,951 | 2,939 | 2,950 |
Diluted EPS (in dollars per share) | $ 1.74 | $ 1.32 | $ 3.43 | $ 2.36 |
Class A Common Stock | Employee Stock Options | ||||
Weighted average effect of dilutive securities: | ||||
Share based payment arrangements (in shares) | 2 | 4 | 3 | 4 |
Class A Common Stock | Restricted Stock Units (RSUs) | ||||
Weighted average effect of dilutive securities: | ||||
Share based payment arrangements (in shares) | 33 | 45 | 36 | 47 |
Class B Common Stock | ||||
Numerator | ||||
Net income | $ 860 | $ 717 | $ 1,725 | $ 1,286 |
Less: Net income attributable to participating securities | 0 | 0 | 0 | 2 |
Net income attributable to Class A and Class B common stockholders | $ 860 | $ 717 | $ 1,725 | $ 1,284 |
Denominator | ||||
Weighted average shares outstanding (in shares) | 488 | 535 | 495 | 536 |
Less: Shares subject to repurchase (in shares) | 0 | 1 | 0 | 1 |
Number of shares used for basic EPS computation (in shares) | 488 | 534 | 495 | 535 |
Basic EPS (in dollars per share) | $ 1.76 | $ 1.34 | $ 3.48 | $ 2.40 |
Numerator | ||||
Net income attributable to common stockholders | $ 860 | $ 717 | $ 1,725 | $ 1,284 |
Reallocation of net income attributable to participating securities | 0 | 0 | 0 | 0 |
Reallocation of net income as a result of conversion of Class B to Class A common stock | 0 | 0 | 0 | 0 |
Reallocation of net income to Class B common stock | (4) | (2) | (9) | (1) |
Net income attributable to common stockholders for diluted EPS | $ 856 | $ 715 | $ 1,716 | $ 1,283 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 488 | 534 | 495 | 535 |
Conversion of Class B to Class A common stock (in shares) | 0 | 0 | 0 | 0 |
Weighted average effect of dilutive securities: | ||||
Shares subject to repurchase (in shares) | 0 | 1 | 0 | 2 |
Number of shares used for diluted EPS computation (in shares) | 491 | 542 | 500 | 544 |
Diluted EPS (in dollars per share) | $ 1.74 | $ 1.32 | $ 3.43 | $ 2.36 |
Class B Common Stock | Employee Stock Options | ||||
Weighted average effect of dilutive securities: | ||||
Share based payment arrangements (in shares) | 2 | 4 | 3 | 4 |
Class B Common Stock | Restricted Stock Units (RSUs) | ||||
Weighted average effect of dilutive securities: | ||||
Share based payment arrangements (in shares) | 1 | 3 | 2 | 3 |
Cash and Cash Equivalents, an32
Cash and Cash Equivalents, and Marketable Securities - Breakout of Cash, Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | $ 11,552 | $ 8,079 | $ 6,252 |
Marketable securities | 30,757 | 33,632 | |
Total cash and cash equivalents, and marketable securities | 42,309 | 41,711 | |
U.S. government securities | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Marketable securities | 12,961 | 12,766 | |
U.S. government agency securities | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Marketable securities | 8,659 | 10,944 | |
Corporate debt securities | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Marketable securities | 9,137 | 9,922 | |
Cash | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | 2,117 | 2,212 | |
Money market funds | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | 6,676 | 5,268 | |
U.S. government securities | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | 961 | 66 | |
U.S. government agency securities | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | 458 | 25 | |
Certificate of deposits and time deposits | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | 1,340 | 440 | |
Corporate debt securities | |||
Cash and Cash Equivalents, and Marketable Securities | |||
Cash and cash equivalents | $ 0 | $ 68 |
Cash and Cash Equivalents, an33
Cash and Cash Equivalents, and Marketable Securities - Contractual Maturities of Marketable Debt Securities (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Contractual Maturities of Marketable Securities | ||
Due in one year | $ 7,427 | |
Due in one to five years | 23,330 | |
Total marketable securities | $ 30,757 | $ 33,632 |
Fair Value Measurement - Assets
Fair Value Measurement - Assets Measured at Fair Value (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | $ 30,757 | $ 33,632 |
U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 12,961 | 12,766 |
U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 8,659 | 10,944 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 9,137 | 9,922 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total cash equivalents and marketable securities | 40,192 | 39,499 |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total cash equivalents and marketable securities | 29,715 | 29,069 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total cash equivalents and marketable securities | 10,477 | 10,430 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total cash equivalents and marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 12,961 | 12,766 |
Fair Value, Measurements, Recurring | U.S. government securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 12,961 | 12,766 |
Fair Value, Measurements, Recurring | U.S. government securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 8,659 | 10,944 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 8,659 | 10,944 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 9,137 | 9,922 |
Fair Value, Measurements, Recurring | Corporate debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | Corporate debt securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 9,137 | 9,922 |
Fair Value, Measurements, Recurring | Corporate debt securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 6,676 | 5,268 |
Fair Value, Measurements, Recurring | Money market funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 6,676 | 5,268 |
Fair Value, Measurements, Recurring | Money market funds | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Money market funds | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 961 | 66 |
Fair Value, Measurements, Recurring | U.S. government securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 961 | 66 |
Fair Value, Measurements, Recurring | U.S. government securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 458 | 25 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 458 | 25 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Certificate of deposits and time deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 1,340 | 440 |
Fair Value, Measurements, Recurring | Certificate of deposits and time deposits | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Certificate of deposits and time deposits | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 1,340 | 440 |
Fair Value, Measurements, Recurring | Certificate of deposits and time deposits | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | $ 0 | 0 |
Fair Value, Measurements, Recurring | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 68 | |
Fair Value, Measurements, Recurring | Corporate debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Corporate debt securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | 68 | |
Fair Value, Measurements, Recurring | Corporate debt securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents | $ 0 |
- Property and Equipment (Detai
- Property and Equipment (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment | |||||
Property and equipment, gross | $ 23,918,000,000 | $ 23,918,000,000 | $ 18,337,000,000 | ||
Less: Accumulated depreciation | (5,561,000,000) | (5,561,000,000) | (4,616,000,000) | ||
Property and equipment, net | 18,357,000,000 | 18,357,000,000 | 13,721,000,000 | ||
Interest costs capitalized | 0 | $ 0 | 0 | $ 0 | |
Land | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 844,000,000 | 844,000,000 | 798,000,000 | ||
Buildings | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 5,935,000,000 | 5,935,000,000 | 4,909,000,000 | ||
Leasehold improvements | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 1,472,000,000 | 1,472,000,000 | 959,000,000 | ||
Network equipment | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 10,147,000,000 | 10,147,000,000 | 7,998,000,000 | ||
Computer software, office equipment and other | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 896,000,000 | 896,000,000 | 681,000,000 | ||
Construction in progress | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | $ 4,624,000,000 | $ 4,624,000,000 | $ 2,992,000,000 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Change in Carrying Amount of Goodwill (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Goodwill | |
Goodwill beginning | $ 18,221 |
Goodwill acquired | 47 |
Effect of currency translation adjustment | (5) |
Goodwill ending | $ 18,263 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Remaining Useful Life (in years) | 3 years 2 months 12 days | ||||
Gross Carrying Amount | $ 4,620 | $ 4,620 | $ 4,604 | ||
Accumulated Amortization | (3,047) | (3,047) | (2,720) | ||
Net Carrying Amount | 1,573 | 1,573 | 1,884 | ||
Amortization expense | 158 | $ 174 | $ 327 | $ 349 | |
Acquired users | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Remaining Useful Life (in years) | 3 years 3 months 17 days | ||||
Gross Carrying Amount | 2,056 | $ 2,056 | 2,056 | ||
Accumulated Amortization | (1,116) | (1,116) | (971) | ||
Net Carrying Amount | 940 | $ 940 | 1,085 | ||
Acquired technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Remaining Useful Life (in years) | 1 year 4 months 23 days | ||||
Gross Carrying Amount | 988 | $ 988 | 972 | ||
Accumulated Amortization | (796) | (796) | (711) | ||
Net Carrying Amount | 192 | $ 192 | 261 | ||
Acquired patents | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Remaining Useful Life (in years) | 5 years 4 months 24 days | ||||
Gross Carrying Amount | 785 | $ 785 | 785 | ||
Accumulated Amortization | (532) | (532) | (499) | ||
Net Carrying Amount | 253 | $ 253 | 286 | ||
Trade names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Remaining Useful Life (in years) | 1 year 9 months 18 days | ||||
Gross Carrying Amount | 629 | $ 629 | 629 | ||
Accumulated Amortization | (461) | (461) | (406) | ||
Net Carrying Amount | 168 | $ 168 | 223 | ||
Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Remaining Useful Life (in years) | 2 years 4 months 23 days | ||||
Gross Carrying Amount | 162 | $ 162 | 162 | ||
Accumulated Amortization | (142) | (142) | (133) | ||
Net Carrying Amount | $ 20 | $ 20 | $ 29 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Estimated Amortization Expense (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
The remainder of 2018 | $ 311 | |
2,019 | 545 | |
2,020 | 370 | |
2,021 | 266 | |
2,022 | 29 | |
Thereafter | 52 | |
Net Carrying Amount | $ 1,573 | $ 1,884 |
Long-term Debt - Narrative (Det
Long-term Debt - Narrative (Details) - Revolving Credit Facility - 2016 Facility - USD ($) | Jun. 30, 2018 | May 31, 2016 |
Debt Instrument | ||
Maximum borrowing capacity | $ 2,000,000,000 | |
Amount outstanding | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jul. 26, 2018 | |
Subsequent Event [Line Items] | |||||
Operating lease expense | $ 138 | $ 81 | $ 267 | $ 156 | |
Non-cancelable contractual commitment | $ 3,630 | $ 3,630 | |||
Commitment period | 1 year | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Non-cancelable contractual commitment | $ 700 |
Commitments and Contingencies41
Commitments and Contingencies - Future Minimum Lease Payments (Details) $ in Millions | Jun. 30, 2018USD ($) |
Operating Leases | |
The remainder of 2018 | $ 265 |
2,019 | 634 |
2,020 | 755 |
2,021 | 839 |
2,022 | 827 |
Thereafter | 6,438 |
Total minimum lease payments | 9,758 |
Financing Obligation, Future Minimum Payment Due, Fiscal Year Maturity [Abstract] | |
The remainder of 2018 | 0 |
2,019 | 2 |
2,020 | 14 |
2,021 | 15 |
2,022 | 15 |
Thereafter | 149 |
Total minimum lease payments | 195 |
Financing obligation, building in progress | $ 121 |
Stockholders' Equity - Share Re
Stockholders' Equity - Share Repurchase Program (Details) - USD ($) shares in Millions | 6 Months Ended | ||
Jun. 30, 2018 | Apr. 30, 2018 | Nov. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Additional authorized repurchase amount | $ 9,000,000,000 | ||
Shares repurchased and retired (in shares) | 29 | ||
Shares repurchased and retired | $ 5,130,000,000 | ||
Remaining authorized repurchase amount | $ 7,800,000,000 | ||
Class A Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share repurchase program, authorized amount | $ 6,000,000,000 |
Stockholders' Equity - Share-ba
Stockholders' Equity - Share-based Compensation Plans (Detail) | 6 Months Ended |
Jun. 30, 2018planshares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Share-based employee compensation plans, number | plan | 2 |
2012 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Equity incentive plan shares authorized (in shares) | shares | 67,000,000 |
Shares reserved for issuance increase, percentage | 2.50% |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)$ / sharesshares | |
Class A Common Stock | |
Aggregate Intrinsic Value | |
Common stock, closing share price (in usd per share) | $ 194.32 |
Employee Stock Options | |
Number of Shares | |
Beginning balance (in shares) | shares | 3,078 |
Stock options exercised (in shares) | shares | (920) |
Ending balance (in shares) | shares | 2,158 |
Stock options exercisable as of period end (in shares) | shares | 2,158 |
Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ 10.06 |
Stock options exercised (in dollars per share) | 8.50 |
Ending balance (in dollars per share) | 10.72 |
Stock options exercisable as of period end (in dollars per share) | $ 10.72 |
Weighted Average Remaining Contractual Term | |
Balance at period end | 2 years |
Stock options exercisable as of period end | 2 years |
Aggregate Intrinsic Value | |
Balance at period end | $ | $ 396 |
Stock options exercisable as of period end | $ | $ 396 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Number of Shares | ||||
Unvested at beginning of period (in shares) | 81,214 | |||
Granted (in shares) | 29,176 | |||
Vested (in shares) | (22,519) | |||
Forfeited (in shares) | (2,681) | |||
Unvested at end of period (in shares) | 85,190 | 85,190 | ||
Weighted Average Grant Date Fair Value | ||||
Unvested at beginning of period (in dollars per share) | $ 110.49 | |||
Granted (in dollars per share) | 171.99 | |||
Vested (in dollars per share) | 97.37 | |||
Forfeited (in dollars per share) | 129.54 | |||
Unvested at end of period (in dollars per share) | $ 134.40 | $ 134.40 | ||
Fair value of vested RSUs | $ 2,170 | $ 1,510 | $ 4,120 | $ 3,210 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Award Disclosures (Details) shares in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Unrecognized share-based compensation expense | $ | $ 10,250 |
Unrecognized share-based compensation expense recognition period (in years) | 3 years |
RSU inducement award, acquisition | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Unvested awards (in shares) | shares | 4.6 |
Income Taxes - Income Tax (Deta
Income Taxes - Income Tax (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2016 | Jun. 30, 2018 | Dec. 31, 2017 | |
Income Tax Contingency [Line Items] | |||
Unrecognized tax benefits | $ 4,090 | $ 3,870 | |
Unrecognized tax benefits that would result in tax benefit if realized | 2,650 | ||
Accrued interest and penalties | 275 | $ 154 | |
Internal Revenue Service (IRS) | Tax Year 2010 | |||
Income Tax Contingency [Line Items] | |||
Income tax examination, estimate of possible loss | $ 5,000 | ||
Internal Revenue Service (IRS) | Tax Years 2011 Through 2013 | |||
Income Tax Contingency [Line Items] | |||
Income tax examination, estimate of possible loss | $ 680 |
Geographical Information - Prop
Geographical Information - Property and Equipment, Net (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Long-Lived Assets By Geographical Area | ||
Total property and equipment, net | $ 18,357 | $ 13,721 |
United States | ||
Long-Lived Assets By Geographical Area | ||
Total property and equipment, net | 13,942 | 10,406 |
Rest of the world | ||
Long-Lived Assets By Geographical Area | ||
Total property and equipment, net | $ 4,415 | $ 3,315 |
Uncategorized Items - fb-201806
Label | Element | Value |
Prepaid Expenses and Other Current Assets [Member] | ||
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 59,000,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | 11,000,000 |
Other Assets [Member] | ||
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | 91,000,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 105,000,000 |