Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 22, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38902 | ||
Entity Registrant Name | UBER TECHNOLOGIES, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 45-2647441 | ||
Entity Address, Address Line One | 1515 3rd Street | ||
Entity Address, City or Town | San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94158 | ||
City Area Code | 415 | ||
Local Phone Number | 612-8582 | ||
Title of each class | Common Stock, par value $0.00001 per share | ||
Trading Symbol | UBER | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 90.5 | ||
Entity Common Stock, Shares Outstanding | 1,954,464,088 | ||
Documents Incorporated by Reference | Portions of the registrant’s Definitive Proxy Statement relating to the Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, 2021. | ||
Entity Central Index Key | 0001543151 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Firm ID | 238 |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | San Francisco, California |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Cash and cash equivalents | $ 4,295 | $ 5,647 |
Short-term investments | 0 | 1,180 |
Restricted cash and cash equivalents | 631 | 250 |
Accounts receivable, net of allowance of $55 and $51, respectively | 2,439 | 1,073 |
Prepaid expenses and other current assets | 1,454 | 1,215 |
Assets held for sale | 0 | 517 |
Total current assets | 8,819 | 9,882 |
Restricted cash and cash equivalents | 2,879 | 1,494 |
Collateral held by insurer | 0 | 860 |
Investments (including amortized cost of debt securities of $2,281 and $—) | 11,806 | 9,052 |
Equity method investments | 800 | 1,079 |
Property and equipment, net | 1,853 | 1,814 |
Operating lease right-of-use assets | 1,388 | 1,274 |
Intangible assets, net | 2,412 | 1,564 |
Goodwill | 8,420 | 6,109 |
Other assets | 397 | 124 |
Total assets | 38,774 | 33,252 |
Liabilities, redeemable non-controlling interests and equity | ||
Accounts payable | 860 | 235 |
Short-term insurance reserves | 1,442 | 1,243 |
Operating lease liabilities, current | 185 | 175 |
Accrued and other current liabilities | 6,537 | 5,112 |
Liabilities held for sale | 0 | 100 |
Total current liabilities | 9,024 | 6,865 |
Long-term insurance reserves | 2,546 | 2,223 |
Long-term debt, net of current portion | 9,276 | 7,560 |
Operating lease liabilities, non-current | 1,644 | 1,544 |
Other long-term liabilities | 935 | 1,306 |
Total liabilities | 23,425 | 19,498 |
Commitments and contingencies (Note 15) | ||
Redeemable non-controlling interests | 204 | 787 |
Equity | ||
Common stock, $0.00001 par value, 5,000,000 shares authorized for both periods, 1,849,794 and 1,949,316 shares issued and outstanding, respectively | 0 | 0 |
Additional paid-in capital | 38,608 | 35,931 |
Accumulated other comprehensive loss | (524) | (535) |
Accumulated deficit | (23,626) | (23,130) |
Total Uber Technologies, Inc. stockholders' equity | 14,458 | 12,266 |
Non-redeemable non-controlling interests | 687 | 701 |
Total equity | 15,145 | 12,967 |
Total liabilities, redeemable non-controlling interests and equity | $ 38,774 | $ 33,252 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 51 | $ 55 |
Amortized Cost | $ 0 | $ 2,281 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, shares issued (in shares) | 1,949,316 | 1,849,794 |
Common stock, shares outstanding (in shares) | 1,949,316 | 1,849,794 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Revenue | $ 17,455 | $ 11,139 | $ 13,000 |
Costs and expenses | |||
Cost of revenue, exclusive of depreciation and amortization shown separately below | 9,351 | 5,154 | 6,061 |
Operations and support | 1,877 | 1,819 | 2,302 |
Sales and marketing | 4,789 | 3,583 | 4,626 |
Research and development | 2,054 | 2,205 | 4,836 |
General and administrative | 2,316 | 2,666 | 3,299 |
Depreciation and amortization | 902 | 575 | 472 |
Total costs and expenses | 21,289 | 16,002 | 21,596 |
Loss from operations | (3,834) | (4,863) | (8,596) |
Interest expense | (483) | (458) | (559) |
Other income (expense), net | 3,292 | (1,625) | 722 |
Loss before income taxes and loss from equity method investments | (1,025) | (6,946) | (8,433) |
Provision for (benefit from) income taxes | (492) | (192) | 45 |
Loss from equity method investments | (37) | (34) | (34) |
Net loss including non-controlling interests | (570) | (6,788) | (8,512) |
Less: net loss attributable to non-controlling interests, net of tax | (74) | (20) | (6) |
Net loss attributable to Uber Technologies, Inc. | $ (496) | $ (6,768) | $ (8,506) |
Net loss per share attributable to Uber Technologies, Inc. common stockholders: | |||
Basic (in dollars per share) | $ (0.26) | $ (3.86) | $ (6.81) |
Diluted (in dollars per share) | $ (0.29) | $ (3.86) | $ (6.81) |
Weighted-average shares used to compute net loss per share attributable to common stockholders: | |||
Basic (in shares) | 1,892,546 | 1,752,960 | 1,248,353 |
Diluted (in shares) | 1,895,519 | 1,752,960 | 1,248,353 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss including non-controlling interests | $ (570) | $ (6,788) | $ (8,512) |
Other comprehensive income (loss), net of tax: | |||
Change in foreign currency translation adjustment | 57 | (350) | (3) |
Change in unrealized gain (loss) on investments in available-for-sale securities | (46) | 2 | 4 |
Other comprehensive income (loss), net of tax | 11 | (348) | 1 |
Comprehensive loss including non-controlling interests | (559) | (7,136) | (8,511) |
Less: comprehensive loss attributable to non-controlling interests | (74) | (20) | (6) |
Comprehensive loss attributable to Uber Technologies, Inc. | $ (485) | $ (7,116) | $ (8,505) |
CONSOLIDATED STATEMENTS OF REDE
CONSOLIDATED STATEMENTS OF REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY - USD ($) shares in Thousands, $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Redeemable Non-Controlling Interest | Redeemable Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Additional Paid-In CapitalCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment | Non-redeemable Non-Controlling Interests |
Beginning balance at Dec. 31, 2018 | $ 0 | $ 14,177 | |||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 903,607 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Vesting and exercise of warrants (in shares) | 923 | ||||||||||
Vesting and exercise of warrants | $ 45 | ||||||||||
Lapsing of repurchase option related to Series E redeemable convertible preferred stock issued to a non-employee service provider | $ 10 | $ 2 | $ 10 | ||||||||
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering (in shares) | (904,530) | 904,530 | |||||||||
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering | 14,224 | $ (14,224) | 14,224 | ||||||||
Issuance of non-controlling interests | 667 | 333 | $ 667 | ||||||||
Net income (loss) | (22) | ||||||||||
Ending balance (in shares) at Dec. 31, 2019 | 0 | ||||||||||
Ending balance at Dec. 31, 2019 | 311 | $ 0 | |||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 457,189 | ||||||||||
Beginning balance at Dec. 31, 2018 | (7,385) | $ 9 | $ 0 | 668 | $ (188) | $ (7,865) | $ 9 | 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Lapsing of repurchase option related to Series E redeemable convertible preferred stock issued to a non-employee service provider | 10 | $ 2 | 10 | ||||||||
Conversion of warrant to common stock in connection with initial public offering (in shares) | 150 | ||||||||||
Conversion of warrant to common stock in connection with initial public offering | 7 | 7 | |||||||||
Conversion of convertible notes to common stock in connection with public offering (in shares) | 93,978 | ||||||||||
Conversion of convertible notes to common stock in connection with initial public offering | 4,229 | 4,229 | |||||||||
Repurchase of outstanding shares (in shares) | (1) | ||||||||||
Exercise of stock options (in shares) | 6,924 | ||||||||||
Exercise of stock options | 21 | 21 | |||||||||
Exercise of put option on common stock held by Yandex (in shares) | (1,528) | ||||||||||
Exercise of put option on common stock held by Yandex | (47) | (47) | |||||||||
Repurchase of unvested early-exercised stock options (in shares) | (32) | ||||||||||
Stock-based compensation | 4,634 | 4,634 | |||||||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 2,076 | ||||||||||
Issuance of common stock under the Employee Stock Purchase Plan | 49 | 49 | |||||||||
Issuance of common stock in connection with initial public offering, net of offering cost (in shares) | 180,000 | ||||||||||
Issuance of common stock in connection with initial public offering, net of offering costs | 7,973 | 7,973 | |||||||||
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering (in shares) | (904,530) | 904,530 | |||||||||
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering | 14,224 | $ (14,224) | 14,224 | ||||||||
Issuance of common stock related to private placement (in shares) | 11,111 | ||||||||||
Issuance of common stock in private placement | 500 | 500 | |||||||||
Issuance of common stock for settlement of RSUs (in shares) | 98,328 | ||||||||||
Shares withheld related to net share settlement (in shares) | (36,249) | ||||||||||
Shares withheld related to net share settlement | (1,573) | (1,573) | |||||||||
Reclassification of share-based award liability to additional paid-in capital | 21 | 21 | |||||||||
Repayment of employee loans collateralized by outstanding common stock | 14 | 14 | |||||||||
Issuance of common stock as consideration for investment and acquisition (in shares) | 205 | ||||||||||
Issuance of common stock as consideration for investment and acquisition | 9 | 9 | |||||||||
Issuance of non-controlling interests | 667 | 333 | 667 | ||||||||
Unrealized gain on investments in available-for-sale securities, net of tax | 4 | 4 | |||||||||
Foreign currency translation adjustment | (3) | (3) | |||||||||
Net income (loss) | (8,491) | (8,506) | 15 | ||||||||
Ending balance (in shares) at Dec. 31, 2019 | 1,716,681 | ||||||||||
Ending balance at Dec. 31, 2019 | $ 14,872 | $ 0 | 30,739 | (187) | (16,362) | 682 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Issuance of non-controlling interests | 247 | ||||||||||
Recognition of non-controlling interest upon acquisition | 290 | ||||||||||
Net income (loss) | (52) | ||||||||||
Ending balance at Dec. 31, 2020 | 787 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2020-06 [Member] | ||||||||||
Exercise of stock options (in shares) | 16,821 | ||||||||||
Exercise of stock options | $ 80 | 80 | |||||||||
Stock-based compensation | 861 | 861 | |||||||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 4,934 | ||||||||||
Issuance of common stock under the Employee Stock Purchase Plan | 125 | 125 | |||||||||
Equity component of convertible notes, net | 243 | 243 | |||||||||
Issuance of common stock as consideration for acquisitions (in shares) | 73,396 | ||||||||||
Issuance of common stock as consideration for acquisitions | 3,898 | 3,898 | |||||||||
Issuance of common stock for settlement of RSUs (in shares) | 38,476 | ||||||||||
Shares withheld related to net share settlement (in shares) | (555) | ||||||||||
Shares withheld related to net share settlement | (17) | (17) | |||||||||
Release of shares previously held in escrow related to prior business combination (in shares) | 41 | ||||||||||
Release of shares previously held in escrow related to prior business combination | 2 | 2 | |||||||||
Issuance of non-controlling interests | 247 | ||||||||||
Unrealized gain on investments in available-for-sale securities, net of tax | 2 | 2 | |||||||||
Foreign currency translation adjustment | (350) | (350) | |||||||||
Distributions to non-controlling interests | (13) | (9) | (13) | ||||||||
Net income (loss) | $ (6,736) | (6,768) | 32 | ||||||||
Ending balance (in shares) at Dec. 31, 2020 | 1,849,794 | 1,849,794 | |||||||||
Ending balance at Dec. 31, 2020 | $ 12,967 | $ (243) | $ 0 | 35,931 | $ (243) | (535) | (23,130) | 701 | |||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Re-measurement of non-controlling interest | (1,058) | 1,052 | (1,058) | ||||||||
Acquisition of non-controlling interests | (1,194) | ||||||||||
Derecognition of non-controlling interests upon divestiture | (701) | (356) | (701) | ||||||||
Net income (loss) | (85) | ||||||||||
Ending balance at Dec. 31, 2021 | $ 204 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of stock options (in shares) | 9,440 | ||||||||||
Exercise of stock options | 101 | 101 | |||||||||
Stock-based compensation | 1,204 | 1,204 | |||||||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 2,770 | ||||||||||
Issuance of common stock under the Employee Stock Purchase Plan | 107 | 107 | |||||||||
Issuance of common stock as consideration for acquisitions (in shares) | 19,377 | ||||||||||
Issuance of common stock as consideration for acquisitions | 929 | 929 | |||||||||
Issuance of common stock for settlement of Careem Convertible Notes (in shares) | 4,225 | ||||||||||
Issuance of common stock for settlement of Careem Convertible Notes | $ 232 | 232 | |||||||||
Issuance of common stock for settlement of contingent consideration liability (in shares) | 2,252 | ||||||||||
Issuance of common stock for settlement of contingent consideration liability | $ 102 | 102 | |||||||||
Issuance of restricted stock awards, subject to repurchase, in connection with acquisition of non-controlling interest (in shares) | 4,641 | ||||||||||
Recognition of non-controlling interest upon acquisition (in shares) | 20,641 | ||||||||||
Acquisition of non-controlling interests | 1,327 | 1,327 | |||||||||
Recognition of non-controlling interest upon sale of Freight Holding preferred stock | 675 | 675 | |||||||||
Issuance of common stock for settlement of RSUs (in shares) | 36,703 | ||||||||||
Shares withheld related to net share settlement (in shares) | (527) | ||||||||||
Shares withheld related to net share settlement | (28) | (28) | |||||||||
Reclassification of share-based award liability to additional paid-in capital | 4 | 4 | |||||||||
Unrealized gain on investments in available-for-sale securities, net of tax | (46) | (46) | |||||||||
Foreign currency translation adjustment | 57 | 57 | |||||||||
Net income (loss) | $ (484) | (496) | 12 | ||||||||
Ending balance (in shares) at Dec. 31, 2021 | 1,949,316 | 1,949,316 | |||||||||
Ending balance at Dec. 31, 2021 | $ 15,145 | $ 0 | $ 38,608 | $ (524) | $ (23,626) | $ 687 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | |||
Net loss including non-controlling interests | $ (570) | $ (6,788) | $ (8,512) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 902 | 575 | 472 |
Bad debt expense | 109 | 76 | 92 |
Stock-based compensation | 1,168 | 827 | 4,596 |
Gain on extinguishment of convertible notes and settlement of derivatives | 0 | 0 | (444) |
Gain from sale of investments | (413) | 0 | 0 |
Gain on business divestitures, net | (1,684) | (204) | 0 |
Deferred income taxes | (692) | (266) | (88) |
Impairment of debt and equity securities | 0 | 1,690 | 0 |
Impairments of goodwill, long-lived assets and other assets | 116 | 404 | 0 |
Loss from equity method investments | 37 | 34 | 34 |
Unrealized (gain) loss on debt and equity securities, net | (1,142) | 125 | (2) |
Unrealized foreign currency transactions | 38 | 48 | 16 |
Other | 4 | 2 | 15 |
Change in assets and liabilities, net of impact of business acquisitions and disposals: | |||
Accounts receivable | (597) | 142 | (407) |
Prepaid expenses and other assets | (236) | 94 | (478) |
Collateral held by insurer | 860 | 339 | (1,199) |
Operating lease right-of-use assets | 165 | 341 | 201 |
Accounts payable | 90 | (133) | 95 |
Accrued insurance reserves | 516 | (3) | 481 |
Accrued expenses and other liabilities | 1,068 | 83 | 960 |
Operating lease liabilities | (184) | (131) | (153) |
Net cash used in operating activities | (445) | (2,745) | (4,321) |
Cash flows from investing activities | |||
Purchases of property and equipment | (298) | (616) | (588) |
Purchases of non-marketable equity securities | (982) | (10) | (100) |
Purchases of marketable securities | (1,113) | (2,101) | (441) |
Proceeds from maturities and sales of marketable securities | 2,291 | 1,360 | 2 |
Proceeds from sale of non-marketable equity securities | 500 | 0 | 0 |
Proceeds from sale of equity method investments | 1,000 | 0 | 0 |
Proceeds from business disposal, net of cash divested | 0 | 0 | 293 |
Acquisition of businesses, net of cash acquired | (2,314) | (1,471) | (7) |
Return of capital from equity method investee | 0 | 91 | 0 |
Purchase of notes receivables | (297) | (185) | 0 |
Other investing activities | 12 | 63 | 51 |
Net cash used in investing activities | (1,201) | (2,869) | (790) |
Cash flows from financing activities | |||
Proceeds from issuance of common stock upon initial public offering, net of offering costs | 0 | 0 | 7,973 |
Taxes paid related to net share settlement of equity awards | (27) | (17) | (1,573) |
Proceeds from issuance of common stock related to private placement | 0 | 0 | 500 |
Proceeds from issuance and sale of subsidiary preferred stock units | 675 | 247 | 1,000 |
Proceeds from the issuance of common stock under the Employee Stock Purchase Plan | 107 | 125 | 49 |
Issuance of term loan and notes, net of issuance costs | 1,484 | 2,628 | 1,189 |
Principal repayment on term loan and notes | (27) | (527) | (27) |
Principal repayment on Careem Notes | (307) | (891) | 0 |
Principal payments on finance leases | (226) | (224) | (138) |
Other financing activities | 101 | 38 | (34) |
Net cash provided by financing activities | 1,780 | 1,379 | 8,939 |
Effect of exchange rate changes on cash and cash equivalents, and restricted cash and cash equivalents | (69) | (92) | (4) |
Net increase (decrease) in cash and cash equivalents, and restricted cash and cash equivalents | 65 | (4,327) | 3,824 |
Cash and cash equivalents, and restricted cash and cash equivalents | |||
Beginning of period | 7,391 | 12,067 | |
Reclassification from (to) assets held for sale during the period | 349 | (349) | 34 |
End of period, excluding cash classified within assets held for sale | 7,805 | 7,391 | 12,067 |
Cash paid for: | |||
Interest, net of amount capitalized | 449 | 412 | 332 |
Income taxes, net of refunds | 87 | 82 | 133 |
Non-cash investing and financing activities: | |||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | 0 | 0 | 14,224 |
Conversion of convertible notes to common stock upon initial public offering | 0 | 0 | 4,229 |
Conversion of convertible notes to common stock related to Careem | 232 | 0 | 0 |
Finance lease obligations | 184 | 196 | 251 |
Common stock issued in connection with acquisitions | 1,868 | 3,898 | 9 |
Ownership interest received in exchange for divestitures | 1,018 | 171 | 0 |
Issuance of Careem Notes including the holdback amount | $ 0 | $ 1,634 | $ 0 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Note 1 – Description of Business and Summary of Significant Accounting Policies Description of Business Uber Technologies, Inc. (“Uber,” “we,” “our,” or “us”) was incorporated in Delaware in July 2010, and is headquartered in San Francisco, California. Uber is a technology platform that uses a massive network, leading technology, operational excellence and product expertise to power movement from point A to point B. Uber develops and operates proprietary technology applications supporting a variety of offerings on its platform (“platform(s)” or “Platform(s)”). Uber connects consumers (“Rider(s)”) with independent providers of ride services (“Mobility Driver(s)”) for ridesharing services, and connects Riders and other consumers (“Eaters”) with restaurants, grocers and other stores (collectively, “Merchants”) with delivery service providers (“Couriers”) for meal preparation, grocery and other delivery services. Riders and Eaters are collectively referred to as “end-user(s)” or “consumer(s).” Mobility Drivers and Couriers are collectively referred to as “Driver(s).” Uber also connects consumers with public transportation networks. Uber uses this same network, technology, operational excellence and product expertise to connect shippers with carriers in the freight industry. Uber is also developing technologies that will provide new solutions to solve everyday problems. Our technology is used around the world, principally in the United States (“U.S.”) and Canada, Latin America, Europe, the Middle East, Africa, and Asia (excluding China and Southeast Asia). Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). We consolidate our wholly-owned subsidiaries and majority-owned subsidiaries over which we exercise control, and variable interest entities (“VIE”) where we are deemed to be the primary beneficiary. Refer to Note 16 – Variable Interest Entities for further information. All intercompany balances and transactions have been eliminated. Use of Estimates The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements and accompanying notes. Estimates are based on historical experience, where applicable, and other assumptions which management believes are reasonable under the circumstances. On an ongoing basis, management evaluates estimates, including, but not limited to: fair values of investments and other financial instruments (including the measurement of credit or impairment losses); useful lives of amortizable long-lived assets; fair value of acquired intangible assets and related impairment assessments; impairment of goodwill; stock-based compensation; income taxes and non-income tax reserves; certain deferred tax assets and tax liabilities; insurance reserves; and other contingent liabilities. These estimates are inherently subject to judgment and actual results could differ from those estimates. We considered the impacts of the COVID-19 pandemic on the assumptions and inputs (including market data) supporting certain of these estimates, assumptions and judgments, in particular, our impairment assessment related to the determination of the fair values of certain investments and equity method investments as well as goodwill and the recoverability of long-lived assets. The level of uncertainties and volatility in the global financial markets and economies resulting from the pandemic as well as the uncertainties related to the impact of the pandemic on us and our investees' operations and financial performance means that these estimates may change in future periods, as new events occur and additional information is obtained. Concentration of Credit Risk Cash and cash equivalents, short-term investments, restricted cash and cash equivalents, other receivables, and accounts receivable are potentially subject to credit risk concentration. Cash, cash equivalents, and available-for-sale securities primarily consist of money market funds, cash deposits, U.S. government and agency securities, and investment-grade corporate debt securities. Our investment policy limits the amount of credit exposure with any one financial institution or commercial issuer. Cash deposits typically exceed insured limits and are placed with financial institutions around the world that we believe are of high credit quality. We have not experienced any material losses related to these concentrations during the periods presented. Our other receivables primarily consist of funds withheld by well-established insurance companies with high credit quality that may be used to cover future settlement of reserved insurance claims. We rely on a limited number of third parties to provide payment processing services (“payment service providers”) to collect amounts due from end-users. Payment service providers are financial institutions or credit card companies that we believe are of high credit quality. No customers accounted for 10% or more of revenue for the years ended December 31, 2019, 2020 and 2021. Certain Significant Risks and Uncertainties We have incurred significant net losses since inception and had an accumulated deficit of $23.6 billion as of December 31, 2021. Our operations have historically been funded through equity and debt financings. While management currently anticipates that our available cash and cash equivalents, and revolving credit facility will be sufficient to meet our operational cash needs for at least the next twelve months from the date of issuance of these financial statements, additional capital may need to be raised or additional indebtedness incurred to continue to fund the operations and other strategic initiatives. We may not be able to obtain additional financing on favorable terms, if at all, or our ability to incur additional indebtedness may be restricted by the terms of our existing debt instruments. In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic. COVID-19 has rapidly impacted market and economic conditions globally. In an attempt to limit the spread of the virus, various governmental restrictions have been implemented, including business activities and travel restrictions, and “shelter-at-home” orders, that have had an adverse impact on our business and operations by reducing, in particular, the global demand for Mobility offerings, while accelerating the growth of our Delivery offerings. In light of the evolving nature of COVID-19 and the uncertainty it continues to produce around the world, it is not possible to predict the COVID-19 pandemic’s cumulative and ultimate impact on our future business operations, results of operations, financial position, liquidity, and cash flows. The extent of the impact of the pandemic on our business and financial results will depend largely on future developments, including: the duration of the spread of the outbreak (both globally and within the United States), including whether there will be further resurgences of the outbreak or variants of the virus; the distribution of vaccines in various regions; the impact on capital, foreign currencies exchange and financial markets; governmental or regulatory orders that impact our business; and whether the impacts may result in permanent changes to our end-users’ behavior, all of which are highly uncertain and cannot be predicted. Cash and Cash Equivalents Cash and cash equivalents consist of cash held in checking and savings accounts as well as investments in money market funds, commercial paper, U.S. government and agency securities, and corporate bonds. We consider all highly-liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents. Cash includes amounts collected on behalf of, but not yet remitted to Drivers and Merchants, which are included in accrued and other current liabilities on the consolidated balance sheets. Restricted Cash and Cash Equivalents Restricted cash and cash equivalents are pledged as security for letters of credit or other collateral amounts established by us for certain insurance policies and also include cash and cash equivalents that are unavailable for immediate use due to legal and/or contractual restrictions. Restricted cash and cash equivalents are classified as current and non-current assets based on the contractual or estimated term of the remaining restriction. The reconciliation of cash and cash equivalents and restricted cash and cash equivalents to amounts presented in the consolidated statements of cash flows are as follows (in millions): As of December 31, 2019 2020 2021 Cash and cash equivalents $ 10,873 $ 5,647 $ 4,295 Restricted cash and cash equivalents - current 99 250 631 Restricted cash and cash equivalents - non-current 1,095 1,494 2,879 Total cash and cash equivalents, and restricted cash and cash equivalents $ 12,067 $ 7,391 $ 7,805 Collateral Held by Insurer Collateral held by insurer represents funds held by James River Group companies (“James River”). These funds, previously held in a trust account, were withdrawn by James River during the fourth quarter of 2019 upon notice of cancellation of their insurance policies (primarily auto insurance policies) issued to one of our subsidiaries. As of December 31, 2020, the funds served as collateral for us and our subsidiary’s current and future claim settlement obligations under the indemnification agreements for these insurance policies as included in insurance reserves on the consolidated balance sheet . Accordingly, the amount withdrawn is presented as collateral held by insurer on the consolidated balance sheet as of December 31, 2020. During the third quarter of 2021 , in connection with the legacy auto insurance transfer as described below, James River returned funds, previously presented as collateral held by insurer, to the trust account where the funds were previously held. Accordingly, the funds were reclassified from c ollateral held by insurer to non-current restricted cash and cash equivalents on our consolidated balance sheet as of December 31, 2021. Legacy Auto Insurance Transfer On September 27, 2021, Aleka Insurance, Inc., our wholly-owned captive insurance subsidiary, entered into a Loss Portfolio Transfer Reinsurance Agreement (the “LPTA”) with James River effective July 1, 2021. Pursuant to the LPTA, our captive insurance subsidiary reinsured certain automobile liability insurance risks relating to activity on our platform between 2013 and 2019 in exchange for payment by James River to our captive insurance subsidiary of a premium in the amount of $345 million (“Premium”). Subsequent to the LPTA, we retain substantially all of the liabilities on these policies when taken together with previous risk transfer arrangements. In connection with the LPTA, claims currently administered by James River will be transferred to a third-party claims administrator for ongoing handling (the “Transferred Claims”) at our expense. The liabilities associated with the Transferred Claims were re-evaluated as of September 30, 2021, and adverse development was recognized on certain of those liabilities. During the third quarter of 2021, we recognized a $103 million charge in our consolidated statement of operations consisting of the difference between the Premium and the assumed liabilities (including the cost of future claims administration), expenses associated with the LPTA, and the adverse development on the Transferred Claims. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable represents uncollected payments from end-users for completed transactions where (i) the payment method is credit card and includes (a) end-user payments not yet settled with payment service providers, and (b) end-user payments settled by payment service providers but not yet remitted to us, or (ii) completed shipments where we invoice Freight customers (“Shippers”) and payment has not been received. The timing of settlement of amounts due from these parties varies by region and by product. The portion of the receivable to be remitted to Drivers and Merchants is included in accrued and other current liabilities. Refer to Note 10 – Supplemental Financial Statement Information for amounts payable to Drivers and Merchants. Although we pre-authorize forms of payment to mitigate our exposure, we bear the cost of any accounts receivable losses. We record an allowance for doubtful accounts for accounts receivable that may never settle or be collected, as well as for credit card chargebacks including fraudulent credit card transactions. We consider the allowance for doubtful accounts for fare amounts to be direct and incremental costs to revenue earned and, therefore, the costs are included as cost of revenue in the consolidated statements of operations. We estimate the allowance based on historical experience, estimated future payments and geographical trends, which are reviewed periodically and as needed, and amounts are written off when determined to be uncollectible. Chargebacks and credit card losses were $195 million, $178 million and $246 million for the years ended December 31, 2019, 2020 and 2021, respectively. Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization is computed using the straight‑line method over the estimated useful lives of the assets, which are as follows: Property and Equipment Estimated Useful Life Land Indefinite Buildings 30-45 years Site improvements 5-15 years Leased vehicles 3-10 years Computer equipment 3-5 years Furniture and fixtures 3-5 years Dockless e-bikes 3 years Internal-use software 2 years Leased computer equipment Shorter of estimated useful life or lease term Leasehold improvements Shorter of estimated useful life or lease term When assets are retired or otherwise disposed of, the cost, accumulated depreciation and amortization are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of operations in the period realized. Maintenance and repairs that do not enhance or extend the asset’s useful life are charged to operating expenses as incurred. We capitalize certain costs, such as compensation costs, including stock-based compensation, and interest incurred on outstanding debt, in developing internal-use software once planning has been completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will function as intended. Amortization of such costs occurs on a straight-line basis over the estimated useful life of the related asset and begins once the asset is ready for its intended use. Costs incurred prior to meeting these criteria, together with costs incurred for training and maintenance, are expensed as incurred. In addition, we capitalize interest incurred on outstanding debt during the period of construction-in-progress of certain assets. Leased vehicle assets are stated at cost, net of accumulated depreciation. The vast majority of our leased vehicle assets were reclassified to assets held for sale as of December 31, 2018. In January 2019, an agreement was executed with Waydrive Holdings Pte. Ltd. (“Waydrive”) to purchase the Lion City Rentals Pte. Ltd. (“LCR”), a wholly-owned vehicle solutions subsidiary of ours based in Singapore. Refer to Note 19 – Divestitures for further information. When leased vehicles are retired or otherwise disposed of, the cost and accumulated depreciation are removed and any resulting gain or loss is reflected in the consolidated statements of operations in the period realized. Maintenance and repair expenditures are charged to operating expenses as incurred. Leases We adopted Accounting Standards Codification (“ASC”) 842, “Leases” (“ASC 842”) on January 1, 2019, using the modified retrospective transition method and used the effective date as the date of initial application. We elected the “package of practical expedients,” which permits us not to reassess under ASC 842 our prior conclusions about lease identification, lease classification and initial direct costs. We made a policy election not to separate non-lease components from lease components, therefore, we account for lease and non-lease components as a single lease component. We also elected the short-term lease recognition exemption for all leases that qualify. We determine if a contract contains a lease at inception of the arrangement based on whether we have the right to obtain substantially all of the economic benefits from the use of an identified asset and whether we have the right to direct the use of an identified asset in exchange for consideration, which relates to an asset which we do not own. Right of use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets are recognized as the lease liability, adjusted for lease incentives received. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is our incremental borrowing rate (“IBR”), because the interest rate implicit in most of our leases is not readily determinable. The IBR is a hypothetical rate based on our understanding of what our credit rating would be to borrow and resulting interest we would pay to borrow an amount equal to the lease payments in a similar economic environment over the lease term on a collateralized basis. Lease payments may be fixed or variable; however, only fixed payments or in-substance fixed payments are included in our lease liability calculation. Variable lease payments may include costs such as common area maintenance, utilities, real estate taxes or other costs. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments are incurred. Operating leases are included in operating lease ROU assets, operating lease liabilities, current and operating lease liabilities, non-current on our consolidated balance sheets. Finance leases are included in property and equipment, net, accrued and other current liabilities, and other long-term liabilities on our consolidated balance sheets. For operating leases, lease expense is recognized on a straight-line basis in operations over the lease term. For finance leases, lease expense is recognized as depreciation and interest; depreciation on a straight-line basis over the lease term and interest using the effective interest method. As of December 31, 2020 and 2021, less than 12% of our operating lease ROU assets related to leased assets were outside of the U.S. Acquisitions We account for acquisitions of entities or asset groups that qualify as businesses in accordance with ASC 805, “Business Combinations” (“ASC 805”). The purchase price of the acquisition is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated statements of operations. Refer to Note 18 – Business Combinations for further information. Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in a business combination and is allocated to reporting units expected to benefit from the business combination. We test goodwill for impairment at least annually, in the fourth quarter, or whenever events or changes in circumstances indicate that goodwill might be impaired. We evaluate our reporting units when changes in our operating structure occur, and if necessary, reassign goodwill using a relative fair value allocation approach. In testing for goodwill impairment, we first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, we determine it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then additional impairment testing is not required. However, if we conclude otherwise, we proceed to the quantitative assessment. The quantitative assessment compares the estimated fair value of a reporting unit to its book value, including goodwill. If the fair value exceeds book value, goodwill is considered not to be impaired and no additional steps are necessary. However, if the book value of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Refer to Note 7 – Goodwill and Intangible Assets for further information. Intangible Assets, Net Intangible assets are carried at cost and amortized on a straight-line basis over their estimated useful lives, which range from one Investments Equity Securities Accounting for our equity securities varies depending on the marketability of the security and the type of investment. Our marketable equity securities in publicly traded companies are measured at fair value with unrealized gains and losses recognized in the consolidated statements of operations. Certain investments in non-marketable equity securities are measured at cost, with remeasurements to fair value only upon the occurrence of observable price changes in orderly transactions for the identical or similar securities of the same issuer, or in the event of any impairment. We reassess at each reporting period to determine whether non-marketable equity securities have a readily determinable fair value, in which case they would no longer be eligible for fair value measurement alternative. Non-marketable equity securities that we elected to apply the fair value option and equity securities with a readily determinable fair value are measured at fair value on a recurring basis with changes in fair value recognized in the consolidated statements of operations. We evaluate our non-marketable equity securities for impairment at each reporting period based on a qualitative assessment that considers various potential impairment indicators. Impairment indicators might include, but would not necessarily be limited to, a significant deterioration in the earnings performance, credit rating, asset quality, or business prospects of the investee, a significant adverse change in the regulatory, economic, or technological environment of the investee, a bona fide offer to purchase, an offer by the investee to sell, or a completed auction process for the same or similar securities for an amount less than the carrying amount of the investments in those securities. If an impairment exists, a loss is recognized in the consolidated statements of operations for the amount by which the carrying value exceeds the fair value of the investment. We include investments in equity securities within investments on the consolidated balance sheets. Debt Securities Accounting for our debt securities varies depending on the legal form of the security, our intended holding period for the security, and the nature of the transaction. Investments in debt securities are classified as available-for-sale and are initially recorded at fair value. Investments in marketable debt securities include commercial paper, U.S. government and agency securities and corporate bonds. As of December 31, 2020, certain investments in non-marketable equity securities with redemption, interest, or other debt-like features were classified as available-for-sale debt securities. Subsequent changes in fair value of available-for-sale debt securities are recorded in other comprehensive income (loss), net of tax. We record certain of our debt securities at fair value with the changes in fair value recorded in earnings under the fair value option of accounting for financial instruments. As of December 31, 2020, we considered our marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities as short-term investments on the consolidated balance sheet. Certain investments in non-marketable debt securities classified as available-for-sale debt securities were included in investments on the consolidated balance sheet. Allowance for Credit Losses on Available-for-sale Debt Securities We account for credit losses on available-for-sale debt securities in accordance with ASC 326, Financial Instruments - Credit Losses (“ASC 326”). We adopted ASC 326 on January 1, 2020, on a modified retrospective basis. Under ASC 326, at each reporting period, we evaluate our available-for-sale debt securities at the individual security level to determine whether there is a decline in the fair value below its amortized cost basis (an impairment). In circumstances where we intend to sell, or are more likely than not required to sell, the security before it recovers its amortized cost basis, the difference between fair value and amortized cost is recognized as a loss in the consolidated statements of operations, with a corresponding write-down of the security’s amortized cost. In circumstances where neither condition exists, we then evaluate whether a decline is due to credit-related factors. The factors considered in determining whether a credit loss exists can include the extent to which fair value is less than the amortized cost basis, changes in the credit quality of the underlying loan obligors, credit ratings actions, as well as other factors. To determine the portion of a decline in fair value that is credit-related, we compare the present value of the expected cash flows of the security discounted at the security’s effective interest rate to the amortized cost basis of the security. A credit-related impairment is limited to the difference between fair value and amortized cost, and recognized as an allowance for credit loss on the consolidated balance sheet with a corresponding adjustment to net income (loss). Any remaining decline in fair value that is non-credit related is recognized in other comprehensive income (loss), net of tax. Improvements in expected cash flows due to improvements in credit are recognized through reversal of the credit loss and corresponding reduction in the allowance for credit loss. Equity Method Investments Investments in common stock or in-substance common stock of entities that provide us with the ability to exercise significant influence, but not a controlling financial interest, over the investee are accounted for under the equity method of accounting, unless the fair value option is elected. Investments accounted for under the equity method are initially recorded at cost. Subsequently, we recognize through the consolidated statements of operations and as an adjustment to the investment balance, our proportionate share of the investees’ net income or loss and the amortization of basis differences. We record our share of the results of equity method investments one quarter in arrears as income (loss) from equity method investment, net of tax in the consolidated statements of operations. We evaluate each of our equity method investments at the end of each reporting period to determine whether events or changes in business circumstances indicate that the carrying value of the investment may not be fully recoverable. We recognize in the consolidated statements of operations and as an adjustment to the investment balance, any required impairment loss. Evidence of a loss in value might include, but would not necessarily be limited to, absence of an ability to recover the carrying amount of the investment or inability of the investee to sustain an earnings capacity that would justify the carrying amount of the investment. This evaluation consists of several qualitative and quantitative factors including recent financial results and operating trends of the investee; implied values in recent transactions of investee securities; other publicly available information that may affect the value of our investments. Evaluation of Long-Lived Assets for Impairment We evaluate our held-and-used long-lived assets for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset or asset group (collectively, the “asset group”) may not be recoverable. We measure the recoverability of the asset group by comparing the carrying amount of such asset groups to the future undiscounted cash flows it expects the asset group to generate. If we consider the asset group to be impaired, the impairment to be recognized equals the amount by which the carrying value of the asset group exceeds its fair value. Fair Value Measurements and Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with ASC 820, Fair Value Measurement (“ASC 820”), we use the fair value hierarchy, which prioritizes the inputs used to measure fair value. The hierarchy, as defined below, gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of the fair value hierarchy are set forth below: Level 1 Observable inputs such as quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active or inputs other than the quoted prices that are observable either directly or indirectly for the full term of the assets or liabilities. Level 3 Unobservable inputs in which there is little or no market data and that are significant to the fair value of the assets or liabilities. Our primary financial instruments include cash equivalents, restricted cash and cash equivalents, receivables, investments, accounts payable, accrued liabilities, long-term debt, and, prior to 2021, marketable debt securities, embedded derivatives and warrants. The estimated fair value of cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates their carrying value due to the short-term maturities of these instruments. Refer to Note 3 – Investments and Fair Value Measurement and Note 8 – Long-Term Debt and Revolving Credit Arrangements for further information. Variable Interest Entities We evaluate our ownership, contractual and other interests in entities to determine if we have a variable interest in an entity. These evaluations are complex, involve judgment, and the use of estimates and assumptions based on available historical and prospective information, among other factors. If we determine that an entity for which we hold a contractual or ownership interest in is a VIE and that we are the primary beneficiary, we consolidate such entity in the consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE; and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Periodically, we determine whether any changes in the interest or relationship with the entity impacts the determination of whether we are still the primary beneficiary. If we are not deemed to be the primary beneficiary in a VIE, we account for the investment or other variable interests in a VIE in accordance with applicable GAAP. Refer to Note 16 – Variable Interest Entities for further information. Revenue Recognition We |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 2 – Revenue The following tables present our revenues disaggregated by offering and geographical region. Revenue by geographical region is based on where the transaction occurred. This level of disaggregation takes into consideration how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Revenue is presented in the following tables for the years ended December 31, 2019, 2020 and 2021, respectively (in millions): Year Ended December 31, 2019 2020 2021 Mobility revenue (1) $ 10,707 $ 6,089 $ 6,953 Delivery revenue (1) 1,401 3,904 8,362 Freight revenue 731 1,011 2,132 All Other revenue 161 135 8 Total revenue $ 13,000 $ 11,139 $ 17,455 (1) We offer subscription memberships to end-users including Uber One, Uber Pass, Rides Pass, and Eats Pass (“Subscription”). We recognize Subscription fees ratably over the life of the pass. We allocate Subscription fees earned to Mobility and Delivery revenue on a proportional basis, based on usage for each offering during the respective period. Year Ended December 31, 2019 2020 2021 United States and Canada $ 8,465 $ 6,611 $ 10,094 Latin America ("LatAm") 1,862 1,295 1,417 Europe, Middle East and Africa ("EMEA") 1,852 2,086 3,213 Asia Pacific ("APAC") 821 1,147 2,731 Total revenue $ 13,000 $ 11,139 $ 17,455 Revenue Mobility Revenue We derive revenue primarily from fees paid by Mobility Drivers for the use of our platform(s) and related services to facilitate and complete Mobility services and, in certain markets, revenue from fees paid by end-users for connection services obtained via the platform. Mobility revenue also includes immaterial revenue streams such as our financial partnerships products and Vehicle Solutions. Vehicle Solutions revenue is accounted for as an operating lease as defined under ASC 842. Delivery Revenue We derive revenue for Delivery from Merchants’ and Couriers’ use of the Delivery platform and related service to facilitate and complete Delivery transactions. Additionally, in certain markets where we are responsible for delivery services, delivery fees charged to end-users are also included in revenue, while payments to Couriers in exchange for delivery services are recognized in cost of revenue. Delivery also includes advertising revenue from sponsored listing fees paid by merchants and brands in exchange for advertising services. Freight Revenue Freight revenue consists of revenue from freight transportation services provided to shippers. During the fourth quarter of 2021, we completed the acquisition of Transplace, and our Freight revenue also includes revenue from transportation management. Refer to Note 18 – Business Combinations for further information on the Transplace acquisition. All Other Revenue All Other revenue primarily includes collaboration revenue related to our ATG business and revenue from our New Mobility offerings and products. ATG collaboration revenue was related to a three-year joint collaboration agreement we entered into in 2019. During the first quarter of 2021, we completed the sale of Apparate USA LLC (“Apparate” or the “ATG Business”) to Aurora Innovation, Inc. (“Aurora”). Refer to Note 19 – Divestitures for further information. New Mobility offerings and products provided users access to rides through a variety of modes, including dockless e-bikes and e-scooters (“New Mobility”), platform incubator group offerings and other immaterial revenue streams. New Mobility revenue is accounted for as an operating lease as defined under ASC 842. After the JUMP divestiture during the second quarter of 2020, revenue from New Mobility products, including dockless e-bikes, was no longer material. Contract Balances and Remaining Performance Obligation Contract liabilities represent consideration collected prior to satisfying our performance obligations. As of December 31, 2021, we had $167 million of contract liabilities included in accrued and other current liabilities as well as other long-term liabilities on the consolidated balance sheet. Revenue recognized from these contract liabilities during 2019, 2020 and 2021 was not material. Our remaining performance obligation for contracts with an original expected length of greater than one year is expected to be recognized as follows (in millions): Less Than or Greater Than Total As of December 31, 2021 $ 26 $ 131 $ 157 |
Investments and Fair Value Meas
Investments and Fair Value Measurement | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Investments and Fair Value Measurement | Note 3 – Investments and Fair Value Measurement Investments Our investments on the consolidated balance sheets consisted of the following as of December 31, 2020 and 2021 (in millions): As of December 31, 2020 2021 Classified as short-term investments: Marketable debt securities (1) : Commercial paper $ 457 $ — U.S. government and agency securities 429 — Corporate bonds 294 — Short-term investments $ 1,180 $ — Classified as investments: Non-marketable equity securities: Didi $ 6,299 $ — Other (2) 329 315 Non-marketable debt securities: Grab 2,341 — Marketable equity securities Didi — 2,838 Grab — 3,821 Aurora — 3,388 Other — 1,312 Notes receivable from a related party (2), (3) 83 132 Investments $ 9,052 $ 11,806 (1) Excluding marketable debt securities classified as cash equivalents and restricted cash equivalents. (2) These balances include certain investments recorded at fair value with changes in fair value recorded in earnings due to the election of the fair value option of accounting for financial instruments. (3) Consists of the Lime Convertible Note. Neutron Holdings, Inc. (“Lime”) is considered a related party as a result of our investment in Lime Common Stock. For further information, see the section titled “2020 Lime Investments” below and Note 19 – Divestitures. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents our financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in millions): As of December 31, 2020 As of December 31, 2021 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Financial Assets Money market funds $ 2,386 $ — $ — $ 2,386 $ — $ — $ — $ — Commercial paper — 611 — 611 — — — — U.S. government and agency securities — 542 — 542 — — — — Corporate bonds — 323 — 323 — — — — Non-marketable debt securities — — 2,341 2,341 — — — — Non-marketable equity securities — — 52 52 — — 32 32 Marketable equity securities — — — — 11,359 — — 11,359 Notes receivable from a related party — — 83 83 — — 132 132 Total financial assets $ 2,386 $ 1,476 $ 2,476 $ 6,338 $ 11,359 $ — $ 164 $ 11,523 Financial Liabilities MLU B.V. Call Option (1) $ — $ — $ — $ — $ — $ — $ 193 $ 193 Total financial liabilities $ — $ — $ — $ — $ — $ — $ 193 $ 193 (1) For further information, see Note 4 - Equity Method Investments. The following table summarizes the amortized cost, unrealized gains and losses, allowance for credit loss, and fair value of our debt securities at fair value on a recurring basis (in millions): As of December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Allowance for Credit Loss Fair Value Commercial paper $ 611 $ — $ — $ — $ 611 U.S. government and agency securities 542 — — — 542 Corporate bonds 322 1 — — 323 Non-marketable debt securities 2,281 60 — — 2,341 Total $ 3,756 $ 61 $ — $ — $ 3,817 The following table presents information about the allowance for credit losses on debt securities (in millions): Non-marketable Balance as of January 1, 2020 $ — Impact due to adoption of ASU 2016-13 — Credit losses on securities for which credit losses were not previously recorded (173) Decrease to allowance for credit loss previously recorded 173 Balance as of December 31, 2020 $ — We measure our cash equivalents and certain investments at fair value. Level 1 instrument valuations are based on quoted market prices of the identical underlying security. Level 2 instrument valuations are obtained from readily available pricing sources for comparable instruments, identical instruments in less active markets, or models using market observable inputs. Level 3 instrument valuations are valued based on unobservable inputs and other estimation techniques due to the absence of quoted market prices, inherent lack of liquidity and the long-term nature of such financial instruments. Our Level 3 non-marketable debt securities and non-marketable equity securities as of December 31, 2020 and 2021 primarily consist of common stock investments and redeemable preferred stock investments in privately held companies without readily determinable fair values. Depending on the investee’s financing activity in a reporting period, management’s estimate of fair value may be primarily derived from the investee’s financing transactions, such as the issuance of preferred stock to new investors. The price in these transactions generally provides the best indication of the enterprise value of the investee. Additionally, based on the timing, volume, and other characteristics of the transaction, we may supplement this information by using other valuation techniques, including the guideline public company approach. The guideline public company approach relies on publicly available market data of comparable companies and uses comparative valuation multiples of the investee’s revenue (actual and forecasted), and therefore, unobservable input used in this valuation technique primarily consists of short-term revenue projections. Once the fair value of the investee is estimated, an option-pricing model (“OPM”), a common stock equivalent (“CSE”) method or a hybrid approach is employed to allocate value to various classes of securities of the investee, including the class owned by us. The model involves making assumptions around the investees’ expected time to liquidity and volatility. An increase or decrease in any of the unobservable inputs in isolation, such as the security price in a significant financing transaction of the investee, could result in a material increase or decrease in our estimate of fair value. Other unobservable inputs, including short-term revenue projections, time to liquidity, and volatility are less sensitive to the valuation in the respective reporting periods, as a result of the primary weighting on the investee’s financing transactions. In the future, depending on the weight of evidence and valuation approaches used, these or other inputs may have a more significant impact on our estimate of fair value. We determine realized gains or losses on the sale of equity and debt securities on a specific identification method. Didi Investment On June 30, 2021, Didi started trading on the New York Stock Exchange. Accordingly, our investment in preferred shares of Didi, which was previously accounted for under the measurement alternative on a non-recurring basis, was converted to ordinary shares with a readily determinable fair value and therefore changed to an investment measured at fair value on a recurring basis. As of December 31, 2021, our Didi investment is classified as a marketable equity security with a readily determinable fair value (Level 1) in the table presenting our financial assets and liabilities measured at fair value on a recurring basis. For the year ended December 31, 2021, we recognized an unrealized loss of $3.0 billion on this investment in other income (expense), net in our consolidated statements of operations. Zomato Investment In July 2021, Zomato Media Private Limited (“Zomato”), in which we held preferred shares that were previously classified as non-marketable equity securities and accounted for under the measurement alternative on a non-recurring basis, completed its IPO in India. Accordingly, our Zomato investment has been converted to ordinary shares upon the completion of the IPO and is classified as a marketable equity security with a readily determinable fair value (Level 1) in the table presenting our financial assets and liabilities measured at fair value on a recurring basis at December 31, 2021. During the year ended December 31, 2021, we recognized an unrealized gain of $991 million on this investment in other income (expense), net in our consolidated statement of operations. As of December 31, 2021, the carrying value of the investment was $1.1 billion. Our investment is subject to a lock-up period in which our ability to sell is restricted until July 2022. Aurora Investment On January 19, 2021, we completed the sale of our ATG Business to Aurora. As consideration for the sale of our ATG Business to Aurora, we received common stock in Aurora. Concurrently, we invested in Aurora’s preferred stock. For further information, refer to Note 19 – Divestitures. We held one seat on Aurora’s board of directors and had the ability to hold a second seat, which, along with our common and preferred stock ownership (our “Aurora Investments”) generate significant influence. We elected to apply the fair value option to our Aurora common stock and preferred stock investments in order to provide consistency of accounting treatment to our Aurora Investments. The Aurora Investments are measured at fair value on a recurring basis with changes in fair value reflected in other income (expense), net, in the consolidated statements of operations. On November 3, 2021, Aurora completed its planned special purpose acquisition company (“SPAC”) merger with Reinvent Technology Partners Y, resulting in Aurora becoming a publicly traded company post combination. Upon the completion of the merger, all of our Aurora Investments converted into shares of the newly issued Class A common stock of the publicly traded company. In addition, our ownership was significantly diluted and we lost the ability to appoint a second seat on Aurora’s board of directors. As a result, we no longer held significant influence over Aurora. As of December 31, 2021, our Aurora Investment has been classified as a marketable equity security with a readily determinable fair value (Level 1) in the table presenting our financial assets and liabilities measured at fair value on a recurring basis. We recognized an unrealized gain of $1.6 billion on this investment in other income (expense), net in our consolidated statement of operations for the year ended December 31, 2021. Summarized financial information for Aurora for the nine months ended September 30, 2021, the most recent period available, is as follows (in millions): Results of Operations Data Nine Months Ended September 30, 2021 Revenue $ 55 Total operating expenses 557 Loss from operations (502) Net loss (504) Balance Sheet Data As of September 30, 2021 Current assets $ 665 Total assets 2,671 Current liabilities 75 Total liabilities 219 Redeemable convertible preferred stock 2,161 Grab Investment On December 1, 2021, Grab completed its planned SPAC merger with Altimeter Growth Corporation, resulting in Grab becoming a publicly traded company post combination. Upon the completion of the merger, our investment in Series G preferred shares of Grab, which was previously accounted for as an investment in an available-for-sale debt security due to the redemption feature of the shares, converted into the newly issued Class A ordinary shares of the publicly traded company. We recorded the fair value of our investment with changes in the fair value recorded in other comprehensive income (loss), net of tax through the date of the conversion. Upon the conversion, we released the accumulative pre-tax unrealized gains on the investment of $2.8 billion recorded through other comprehensive income and recognized them as unrealized gains in other income (expense), net in our consolidated statement of operations for year ended December 31, 2021. Subsequent to the conversion, we recognized unrealized losses of $1.2 billion on the investment in other income (expense), net in our consolidated statement of operations for the year ended December 31, 2021 for the fair value change of the equity security. As of December 31, 2021, our Grab investment has been classified as a marketable equity security with a readily determinable fair value (Level 1) in the table presenting our financial assets and liabilities measured at fair value on a recurring basis. The following table summarizes information about the significant unobservable inputs used in the fair value measurement for our Grab investment as of December 31, 2020: Fair value method Relative weighting Key unobservable input Financing transactions 100% Transaction price per share $6.16 Volatility 53% Estimated time to liquidity 1.75 years During the first quarter of 2020, we determined the fair value of our available-for-sale debt securities in Grab had declined below their amortized cost based on an analysis of the observed valuation declines of Grab’s publicly-traded competitive peer group and representative stock market indices. These observed inputs were considered indicative of changes in the fair value of the Grab securities. Using the analysis, we computed a downward market adjustment of 10% that was applied to the valuation derived from Grab’s latest financing transaction which occurred earlier in the first quarter of 2020 and prior to the announcement of COVID-19 as a global pandemic, impacting global demand for Mobility services. As a result, the carrying value of the investment in Grab was reduced by $230 million; $57 million reduced the previously recognized unrealized gain in other comprehensive income (loss), net of tax, and the remaining $173 million, representing the difference between the fair value and amortized cost of the securities, was recognized as an allowance for credit loss in the consolidated balance sheet and a corresponding credit-related impairment charge recorded to other income (expense), net in the consolidated statement of operations. Due to the significant uncertainty about Grab’s ability to repay the redemption amount of the securities on the redemption date, the amount expected to be collected was considered to be less than the fair value of the securities. Therefore, during the first quarter of 2020, the entire decline in fair value below amortized cost was considered to reflect a credit-related impairment charge. The fair value of our Grab investment recovered during the third quarter of 2020 as determined by referencing an equity financing transaction closed by the investee during that quarter. As a result, we recognized a reversal of the previously recorded allowance for credit loss in the consolidated balance sheet and a corresponding reversal of the credit-related impairment charge to other income (expense), net in the consolidated statement of operations. Lime Investments Our ownership in Lime is comprised of Lime Common Stock, Lime 1-C Preferred Stock, Lime 1-C Preferred Stock Warrants, and the Lime Convertible Note (collectively, the “2020 Lime Investments”). The 2020 Lime Investments were received as part of the transaction by which we divested of our JUMP business. Refer to Note 19 – Divestitures for further information regarding the JUMP Divestiture and the 2020 Lime Investments. Our investment in Lime Common Stock and representation on Lime’s board of directors gives us the ability to exercise significant influence over Lime. We elected to apply the fair value option to our Lime Common Stock investment and therefore we are applying fair value accounting to all of the 2020 Lime Investments which provides for consistency of accounting treatment. The 2020 Lime Investments are measured at fair value on a recurring basis with changes in fair value reflected in earnings. The fair value of the 2020 Lime Investments as of December 31, 2020 of $134 million was determined by referencing a transaction in a convertible note that is junior to the Lime Convertible Note and used as an input to an OPM. Other key inputs to the OPM were discount rates of 22% and 28%, volatility of 67% and time to liquidity of 2.0 years. In December 2021, we contributed an additional $50 million of cash to Lime in exchange for a second convertible secured note that may be converted into common or preferred stock. The fair value of our Lime investments as of December 31, 2021 of $162 million was determined by referencing a financing transaction and used as an input to an OPM. Other key inputs to the OPM were discount rates of 22% and 28%, volatility of 70% and time to liquidity of 1.25 years. Financial Assets Measured at Fair Value Using Level 3 Inputs The following table presents a reconciliation of our financial assets measured and recorded at fair value on a recurring basis as of as of December 31, 2020 and 2021, using significant unobservable inputs (Level 3) (in millions): Non-marketable Non-marketable Notes Receivable MLU B.V. Call Option Balance as of December 31, 2019 $ 2,370 $ 98 $ — $ — Total net gains (losses) Included in earnings (28) (89) (8) — Included in other comprehensive income (loss) 2 — — — Purchases 3 65 91 — Sales (6) (22) — — Balance as of December 31, 2020 2,341 52 83 — Total net gains (losses) Included in earnings — 553 (1) (37) Included in other comprehensive income (loss) 2,724 — — — Purchases — 1,677 50 — Issuance — — — 230 Transfers to Level 1 (5,065) (2,250) — — Balance as of December 31, 2021 $ — $ 32 $ 132 $ 193 Transfers to Level 1 were due to our strategic investments in Grab and Aurora that became publicly listed during the year ended December 31, 2021. As a result, our investments have been classified as marketable equity securities with a readily determinable fair value (Level 1) in the table presenting our financial assets and liabilities measured at fair value on a recurring basis. For further information, see the section titled “Aurora Investment” and “Grab Investment” above. We did not make any transfers between the levels of the fair value hierarchy during the year ended December 31, 2020. Assets Measured at Fair Value on a Non-Recurring Basis Non-Financial Assets Our non-financial assets, such as goodwill, intangible assets and property and equipment are adjusted to fair value when an impairment charge is recognized. Such fair value measurements are based predominately on Level 3 inputs. Non-Marketable Equity Securities Our non-marketable equity securities are investments in privately held companies without readily determinable fair values, and primarily related to Didi prior to Didi’s IPO on June 30, 2021. The carrying value of our non-marketable equity securities are adjusted based on price changes from observable transactions of identical or similar securities of the same issuer (referred to as the measurement alternative) or for impairment. Any changes in carrying value are recorded within other income (expense), net in the consolidated statements of operations. Non-marketable equity securities are classified within Level 3 in the fair value hierarchy because we estimate the fair value of these securities based on valuation methods, including the common stock equivalent (“CSE”) and OPM methods, using the transaction price of similar securities issued by the investee adjusted for contractual rights and obligations of the securities we hold. The following is a summary of unrealized gains and losses from remeasurement (referred to as upward or downward adjustments) recorded in other income (expense), net in the consolidated statements of operations, and included as adjustments to the carrying value of non-marketable equity securities held during the years ended December 31, 2019, 2020 and 2021 based on the observable price in an orderly transaction for the same or similar security of the same issuers (in millions): Year Ended December 31, 2019 2020 2021 Upward adjustments $ — $ — $ 71 Downward adjustments (including impairment) — (1,690) — Total unrealized gain (loss) for non-marketable equity securities $ — $ (1,690) $ 71 We evaluate our non-marketable equity securities for impairment at each reporting period based on a qualitative assessment that considers various potential impairment indicators. This evaluation consists of several factors including, but not limited to, an assessment of a significant adverse change in the economic environment, significant adverse changes in the general market condition of the geographies and industries in which our investees operate, and other publicly available information that affect the value of our non-marketable equity securities. As a result of the deterioration in economic and market conditions arising from COVID-19, we determined an impairment indicator existed as of March 31, 2020 and the fair value of certain investments, primarily our investment in Didi, was less than their carrying value. To determine the fair value of our investment in Didi as of March 31, 2020, we utilized a hybrid approach, incorporating a CSE method along with an OPM, weighted at 80% and 20%, respectively. The CSE method assumes an if-converted scenario, where the OPM approach allocates equity value to individual securities within the investees’ capital structure based on contractual rights and preferences. We computed a range of market adjustments based on observed market valuation declines of Didi’s representative stock market indices and publicly-traded competitive peer group since the latest transaction in similar securities occurred in the prior year and prior to the announcement of COVID-19 as a global pandemic, impacting global demand for ridesharing services. These inputs are considered indicative of changes in the fair value of Didi equity. Market adjustments within the range were applied to the Didi equity valuation derived from the latest financing transaction in similar securities which were then used in the CSE and OPM approaches to obtain the fair value of the Didi securities owned by us. A lower adjustment within the range was applied to the enterprise value used in the CSE allocation compared to a higher downward adjustment for purposes of allocating value in the OPM approach. The value adjustment differential was attributable to several factors including possible exit scenarios, as an IPO event would result in higher valuation (due to access to public markets and reduction in cost of capital), reduces valuation uncertainty, and generally assumes market and macro-economic conditions that are comparatively more favorable than an otherwise prolonged stay-private scenario. As a result of the valuation performed, we recorded an impairment charge of $1.7 billion in other income (expense), net in our consolidated statement of operations during the first quarter of 2020. There was no remeasurement event for our investment in Didi that occurred during the remainder of 2020. The following table summarizes information about the significant unobservable inputs used in the valuation for our investment in Didi as of March 31, 2020: Fair value method Key unobservable input CSE Market adjustment (20)% OPM Volatility 39% Estimated time to liquidity 2.0 years Market adjustment (40)% During the first quarter of 2021, we completed the sale of $500 million of our Didi shares and realized immaterial gains from this transaction. In addition, we recorded unrealized gains of $71 million from remeasurement of the carrying value of the remaining Didi shares under the measurement alternative during the three months ended March 31, 2021. We did not record any realized gains or losses for our non-marketable equity securities measured at fair value on a non-recurring basis during the years ended December 31, 2019 and 2020. The following table summarizes the total carrying value of our non-marketable equity securities measured at fair value on a non-recurring basis held as of December 31, 2020 and 2021 including cumulative unrealized upward and downward adjustments made to the initial cost basis of the securities (in millions): As of December 31, 2020 2021 Initial cost basis $ 6,282 $ 279 Upward adjustments 1,984 4 Downward adjustments (including impairment) (1,690) — Total carrying value at the end of the period $ 6,576 $ 283 |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Note 4 - Equity Method Investments The carrying value of our equity method investments as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 MLU B.V. $ 1,001 $ 751 Mission Bay 3 & 4 (1) 41 38 Other 37 11 Equity method investments $ 1,079 $ 800 (1) Refer to Note 16 – Variable Interest Entities for further information. MLU B.V. and Uber Russia/CIS Operations During 2018, we closed a transaction that contributed the net assets of our Uber Russia/CIS operations into a newly formed private limited liability company (“MLU B.V.” or “Yandex.Taxi joint venture”), with Yandex and us holding ownership interests in MLU B.V. In exchange for consideration contributed, we received a seat on MLU B.V.’s board and an initial 38% equity ownership interest consisting of common stock in MLU B.V. Certain contingent equity issuances of MLU B.V. may dilute our equity ownership interest to approximately 33%. The investment was determined to be an equity method investment due to our ability to exercise significant influence over MLU B.V. The initial fair value of our equity method investment in MLU B.V. was estimated using discounted cash flows of MLU B.V. The equity ownership interest in MLU B.V. was 35% and 29% as of December 31, 2020 and 2021, respectively. 2020 During 2020, Yandex contributed its Yandex.Carsharing business (“Drive”) into MLU B.V. in exchange for an additional equity interest. The contribution of Drive into MLU B.V. resulted in the dilution of our ownership in MLU B.V. from 38% to 35%. The gain recognized on the dilution of our interest was not material to our consolidated results of operations for the year ended December 31, 2020. As part of this transaction, MLU B.V. contributed the assets and liabilities of its autonomous driving unit into a new legal entity, Yandex Self Driving Group B.V. (“SDG”), in which Yandex contributed additional capital. The reduction of our ownership interest to 20% in SDG, initially valued at $42 million, did not result in a material dilution gain. 2021 On August 30, 2021, we entered into an agreement with Yandex (the “Framework Agreement”) to restructure our joint ventures, MLU B.V. and SDG and we would sell to Yandex (i) our 4.5% equity interest in MLU B.V. and (ii) our entire equity interest in SDG (the “Initial Closing”). Subsequent to the Initial Closing, Yandex spun-off, by way of demerger from MLU B.V., its delivery businesses: Yandex.Eats, Yandex.Lavka and Yandex.Delivery (collectively, “Demerged Businesses”). Immediately following the demerger, Yandex acquired all of our equity interest in the Demerged Businesses (“Demerger Share Closing”). In connection with the Framework Agreement, we granted Yandex an option (“MLU B.V. Call Option”) to acquire our remaining equity interest in MLU B.V. during the two-year period following the Initial Closing. The total consideration paid by Yandex to us for the transaction was $1.0 billion in cash allocated as follows: (i) $276 million for our 4.5% of equity interest in MLU B.V.; (ii) $412 million for our equity interest in the Demerged Businesses; (iii) $230 million for the MLU B.V. Call Option; and (iv) the remaining immaterial amounts to our interest in SDG. Initial Closing During the third quarter of 2021 and pursuant to the Framework Agreement, we completed the sale of our entire equity interest in SDG and 4.5% of equity interest in MLU B.V. to Yandex. At the initial closing, we derecognized 4.5% of equity interest in MLU B.V. and recognized a gain of $106 million in other income (expense), net on our consolidated statement of operations. The consideration allocated and gains recognized for the sale of our entire equity interest in SDG were not material. Demerger Share Closing During the fourth quarter of 2021 and pursuant to the Framework Agreement, MLU B.V. completed the spin-off of the Demerger Businesses and Yandex acquired all of our equity interest in the Demerged Businesses. As a result, we derecognized our entire equity interest in the Demerged Businesses and recognized a gain of $242 million in other income (expense), net in our consolidated statement of operations. MLU B.V. Call Option The MLU B.V. Call Option is recorded as a liability in accrued and other current liabilities on our consolidated balance sheet, initially valued at $230 million and measured at fair value on a recurring basis with changes in fair value recorded in other income (expense), net in the consolidated statements of operations. The exercise price of the MLU B.V. Call Option is approximately $1.8 billion, subject to certain adjustments based on the timing of the option exercise. As of December 31, 2021, the fair value of the MLU B.V. Call Option is $193 million, including the recognition of an immaterial gain for the fair value change during the year ended December 31, 2021. To determine the fair value of the MLU B.V. Call Option as of December 31, 2021, we used a lattice model which simulated multiple scenarios of the exercise behaviors and the corresponding strike prices over the term of the call option. Key inputs to the lattice model were underlying business value, option term of 1.7 years, volatility of 50%, risk-free interest rates, and strike price (Level 3). MLU B.V. Basis Difference Included in the carrying value of MLU B.V. is the basis difference, net of amortization, between the original cost of the investment and our proportionate share of the net assets of MLU B.V. The carrying value of the equity method investment is primarily adjusted for our share in the income or losses of MLU B.V. and amortization of basis differences. Equity method goodwill and intangible assets, net of accumulated amortization are also adjusted for currency translation adjustments representing fluctuations between the functional currency of the investee, the Ruble and the U.S. Dollar. The table below provides the composition of the basis difference as of December 31, 2021 (in millions): As of December 31, 2021 Equity method goodwill $ 545 Intangible assets, net of accumulated amortization 54 Deferred tax liabilities (12) Cumulative currency translation adjustments (107) Basis difference $ 480 We amortize the basis difference related to the intangible assets over the estimated useful lives of the assets that gave rise to the difference using the straight-line method. The weighted-average life of the intangible assets is approximately 4.0 years and 3.3 years as of December 31, 2020 and 2021, respectively. Equity method goodwill is not amortized. The investment balance is reviewed for impairment whenever factors indicate that the carrying value of the equity method investment may not be recoverable. As of December 31, 2020 and 2021, we determined that there was no impairment of our investment in MLU B.V. The future effect of the COVID-19 pandemic and related government actions as well as other factors will continue to be monitored. Mission Bay 3 & 4 The Mission Bay 3 & 4 JV refers to Event Center Office Partners, LLC (“ECOP”), a joint venture entity established in 2018, by Uber and two companies (“LLC Partners”) to manage the construction and operation of two office buildings owned by two ECOP wholly-owned subsidiaries. We contributed $136 million cash in exchange for a 45% interest in ECOP. The two LLC Partners own 45% and 10%, respectively. The equity ownership interest in ECOP remained at 45% as of December 31, 2020 and 2021. In March 2020, the two ECOP wholly-owned subsidiaries took out new loans. Upon closing of the new financing, the proceeds were used to first pay off the existing construction loan, then to cover the required operation reserve as well as various financing costs, and last, t he remaining proceeds were distributed back to Uber and the LLC Partners based on their ownership percentage. As a result, Uber received $91 million from the ECOP as a return of capital investment, and reduced the investment carrying value by the same amount. We have significant influence over ECOP and we account for our investment in ECOP under the equity method. At each reporting period and a quarter in arrears, we adjust the carrying value of our investment to reflect our proportionate share of ECOP’s income or loss, and any impairments, with a corresponding credit or debit, respectively, to income or loss from equity method investment, net of tax in the consolidated statements of operations. During 2019, the construction was completed and leasing activities commenced. and immaterial amounts of equity earnings were recognized during 2019, 2020 and 2021. During 2020 and 2021, we incurred an immaterial amount of lease payments with ECOP, which is a related party. As of December 31, 2020 and 2021, we determined that there was no impairment of our investment in ECOP. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Note 5 – Property and Equipment, Net The components of property and equipment, net as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Land $ 66 $ 65 Building and site improvements 711 737 Leasehold improvements 435 594 Computer equipment 560 468 Leased computer equipment 596 650 Leased vehicles 6 7 Internal-use software 203 258 Furniture and fixtures 83 99 Dockless e-bikes — — Construction in progress 170 157 Total 2,830 3,035 Less: Accumulated depreciation and amortization (1,016) (1,182) Property and equipment, net $ 1,814 $ 1,853 We capitalized $76 million and $55 million in internal-use software costs during the years ended December 31, 2020 and 2021, respectively, which is included in property and equipment, net on the consolidated balance sheets. Amortization of capitalized software development costs was $22 million, $55 million, and $69 million for the years ended December 31, 2019, 2020 and 2021, respectively. Amounts in construction in progress represent buildings, leasehold improvements, assets under construction, and other assets not placed in service. Depreciation expense relating to property and equipment was $433 million, $364 million, and $393 million for the years ended December 31, 2019, 2020 and 2021, respectively. Included in these amounts were depreciation expense for leased computer equipment in the amount of $146 million, $198 million, and $217 million for the years ended December 31, 2019, 2020 and 2021, respectively. Accumulated depreciation and amortization included $303 million and $390 million of leased computer equipment depreciation as of December 31, 2020 and 2021, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | Note 6 - Leases Our leases primarily include corporate offices, data centers, and servers. The lease term of operating and finance leases vary from less than a year to 76 years. We have leases that include one or more options to extend the lease term for up to 14 years as well as options to terminate the lease within one year. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise such options. Our lease agreements generally do not contain any residual value guarantees or restrictive covenants. The components of our lease expense were as follows (in millions): Year Ended December 31, 2019 2020 2021 Lease cost Finance lease cost: Amortization of assets $ 150 $ 199 $ 217 Interest of lease liabilities 15 16 12 Operating lease cost (1) 321 482 299 Short-term lease cost 28 17 7 Variable lease cost 100 109 96 Sublease income (2) (2) (5) Total lease cost $ 612 $ 821 $ 626 (1) We exited certain leased offices, primarily due to the City of San Francisco’s extended shelter-in-place orders and our restructuring activities, resulting in accelerated lease cost of $118 million for the year ended December 31, 2020. Supplemental cash flow information related to leases was as follows (in millions): Year Ended December 31, 2019 2020 2021 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 12 $ 14 $ 11 Operating cash flows from operating leases 275 250 297 Financing cash flows from financing leases 138 224 226 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 918 $ 202 $ 273 Finance lease liabilities 251 196 184 Supplemental balance sheet information related to leases was as follows (in millions, except lease term and discount rate): As of December 31, 2020 2021 Operating Leases Operating lease right-of-use assets $ 1,274 $ 1,388 Operating lease liability, current $ 175 $ 185 Operating lease liabilities, non-current 1,544 1,644 Total operating lease liabilities $ 1,719 $ 1,829 As of December 31, 2020 2021 Finance Leases Property and equipment, at cost $ 596 $ 650 Accumulated depreciation (303) (390) Property and equipment, net $ 293 $ 260 Other current liabilities $ 177 $ 191 Other long-term liabilities 120 43 Total finance leases liabilities $ 297 $ 234 As of December 31, 2020 2021 Weighted-average remaining lease term Operating leases 16 years 15 years Finance leases 2 years 2 years Weighted-average discount rate Operating leases 7.0 % 6.7 % Finance leases 5.4 % 4.2 % Maturities of lease liabilities were as follows (in millions): As of December 31, 2021 Operating Leases Finance Leases 2022 $ 280 $ 140 2023 312 60 2024 264 34 2025 214 9 2026 198 — Thereafter 2,067 1 Total undiscounted lease payments 3,335 244 Less: imputed interest (1,506) (10) Total lease liabilities $ 1,829 $ 234 As of December 31, 2021, we had additional operating leases and finance leases, primarily for corporate offices and servers, that have not yet commenced of $421 million and $19 million, respectively. These operating and finance leases will commence between fiscal year 2022 and fiscal year 2023 with lease terms of 2 years to 13 years. Mission Bay 1 & 2 In 2015, we entered into a joint venture (“JV”) agreement with a real estate developer (“JV Partner”) to develop land (“the Land”) in San Francisco to construct our new headquarters (the “Headquarters”). The Headquarters consists of two adjacent office buildings totaling approximately 423,000 rentable square feet. In connection with the JV arrangement, we acquired a 49% interest in the JV, the principal asset of which was the Land. In 2016, we and the JV Partner agreed to dissolve the JV and terminate our commitment to the lease of the Headquarters (together “the real estate transaction”) and we retained a 49% indirect interest in the Land (“Indirect Interest”). Under the terms of the real estate transaction, we obtained the rights and title to the partially constructed building, completed the development of the two office buildings and retained a 100% ownership in the buildings. In connection with the real estate transaction, we also executed two 75-year land lease agreements (“Land Leases”). As of December 31, 2021, commitments under the Land Leases total $141 million until February 2032. After 2032, the annual rent amount will adjust annually based on the prevailing consumer price index. The real estate transaction is accounted for as a financing transaction of our 49% Indirect Interest due to our continuing involvement through a purchase option on the Indirect Interest. As a financing transaction, the cash and deferred sales proceeds received from the real estate transaction are recorded as a financing obligation. As of December 31, 2021, our Indirect Interest of $65 million is included in property and equipment, net and a corresponding financing obligation of $76 million is included in other long- term liabilities. Future land lease payments of $1.7 billion is allocated 49% to the financing obligation of the Indirect Interest and 51% to the operating lease of land. Future minimum payments related to the financing obligations as of December 31, 2021 are summarized below (in millions) : Future Minimum Payments Fiscal Year Ending December 31, 2022 $ 6 2023 6 2024 6 2025 7 2026 7 Thereafter 813 Total $ 845 |
Leases | Note 6 - Leases Our leases primarily include corporate offices, data centers, and servers. The lease term of operating and finance leases vary from less than a year to 76 years. We have leases that include one or more options to extend the lease term for up to 14 years as well as options to terminate the lease within one year. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise such options. Our lease agreements generally do not contain any residual value guarantees or restrictive covenants. The components of our lease expense were as follows (in millions): Year Ended December 31, 2019 2020 2021 Lease cost Finance lease cost: Amortization of assets $ 150 $ 199 $ 217 Interest of lease liabilities 15 16 12 Operating lease cost (1) 321 482 299 Short-term lease cost 28 17 7 Variable lease cost 100 109 96 Sublease income (2) (2) (5) Total lease cost $ 612 $ 821 $ 626 (1) We exited certain leased offices, primarily due to the City of San Francisco’s extended shelter-in-place orders and our restructuring activities, resulting in accelerated lease cost of $118 million for the year ended December 31, 2020. Supplemental cash flow information related to leases was as follows (in millions): Year Ended December 31, 2019 2020 2021 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 12 $ 14 $ 11 Operating cash flows from operating leases 275 250 297 Financing cash flows from financing leases 138 224 226 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 918 $ 202 $ 273 Finance lease liabilities 251 196 184 Supplemental balance sheet information related to leases was as follows (in millions, except lease term and discount rate): As of December 31, 2020 2021 Operating Leases Operating lease right-of-use assets $ 1,274 $ 1,388 Operating lease liability, current $ 175 $ 185 Operating lease liabilities, non-current 1,544 1,644 Total operating lease liabilities $ 1,719 $ 1,829 As of December 31, 2020 2021 Finance Leases Property and equipment, at cost $ 596 $ 650 Accumulated depreciation (303) (390) Property and equipment, net $ 293 $ 260 Other current liabilities $ 177 $ 191 Other long-term liabilities 120 43 Total finance leases liabilities $ 297 $ 234 As of December 31, 2020 2021 Weighted-average remaining lease term Operating leases 16 years 15 years Finance leases 2 years 2 years Weighted-average discount rate Operating leases 7.0 % 6.7 % Finance leases 5.4 % 4.2 % Maturities of lease liabilities were as follows (in millions): As of December 31, 2021 Operating Leases Finance Leases 2022 $ 280 $ 140 2023 312 60 2024 264 34 2025 214 9 2026 198 — Thereafter 2,067 1 Total undiscounted lease payments 3,335 244 Less: imputed interest (1,506) (10) Total lease liabilities $ 1,829 $ 234 As of December 31, 2021, we had additional operating leases and finance leases, primarily for corporate offices and servers, that have not yet commenced of $421 million and $19 million, respectively. These operating and finance leases will commence between fiscal year 2022 and fiscal year 2023 with lease terms of 2 years to 13 years. Mission Bay 1 & 2 In 2015, we entered into a joint venture (“JV”) agreement with a real estate developer (“JV Partner”) to develop land (“the Land”) in San Francisco to construct our new headquarters (the “Headquarters”). The Headquarters consists of two adjacent office buildings totaling approximately 423,000 rentable square feet. In connection with the JV arrangement, we acquired a 49% interest in the JV, the principal asset of which was the Land. In 2016, we and the JV Partner agreed to dissolve the JV and terminate our commitment to the lease of the Headquarters (together “the real estate transaction”) and we retained a 49% indirect interest in the Land (“Indirect Interest”). Under the terms of the real estate transaction, we obtained the rights and title to the partially constructed building, completed the development of the two office buildings and retained a 100% ownership in the buildings. In connection with the real estate transaction, we also executed two 75-year land lease agreements (“Land Leases”). As of December 31, 2021, commitments under the Land Leases total $141 million until February 2032. After 2032, the annual rent amount will adjust annually based on the prevailing consumer price index. The real estate transaction is accounted for as a financing transaction of our 49% Indirect Interest due to our continuing involvement through a purchase option on the Indirect Interest. As a financing transaction, the cash and deferred sales proceeds received from the real estate transaction are recorded as a financing obligation. As of December 31, 2021, our Indirect Interest of $65 million is included in property and equipment, net and a corresponding financing obligation of $76 million is included in other long- term liabilities. Future land lease payments of $1.7 billion is allocated 49% to the financing obligation of the Indirect Interest and 51% to the operating lease of land. Future minimum payments related to the financing obligations as of December 31, 2021 are summarized below (in millions) : Future Minimum Payments Fiscal Year Ending December 31, 2022 $ 6 2023 6 2024 6 2025 7 2026 7 Thereafter 813 Total $ 845 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 7 – Goodwill and Intangible Assets Goodwill On January 2, 2020, we completed the acquisition of substantially all of the assets of Careem Inc. (“Careem”) and certain of its subsidiaries. The acquisition was accounted for as a business combination, resulting in the recognition of $2.5 billion in goodwill in our Mobility segment and $540 million in intangible assets. On July 6, 2020, we closed on a purchase agreement to acquire Cornershop Global LLC (“CS-Global”), and its wholly owned subsidiaries operating in Brazil, Chile, Colombia, Costa Rica, Canada, U.S., and Peru. The agreement was accounted for as a business combination, resulting in the recognition of $384 million in goodwill in our Delivery segment and $122 million in intangible assets. On July 14, 2020, we acquired 100% of the equity of Routematch Holdings, Inc. (“Routematch”). The acquisition was accounted for as a business combination, resulting in the recognition of $91 million in goodwill in our Mobility segment and $27 million in intangible assets. On Dec 1, 2020, we acquired 100% of the equity of Postmates Inc. (“Postmates”). The acquisition was accounted for as a business combination, resulting in the recognition of $3.1 billion in goodwill in our Delivery segment and $1.0 billion in intangible assets. On October 12, 2021, we completed the acquisition of The Drizly Group, Inc. (“Drizly”). The acquisition was accounted for as a business combination, resulting in the recognition of $619 million in goodwill in our Delivery segment and $395 million in intangible assets. On November 12, 2021, we completed the acquisition of Transplace. The acquisition was accounted for as a business combination, resulting in the recognition of $1.4 billion in goodwill in our Freight segment and $902 million in intangible assets. Refer to Note 18 – Business Combinations for further information of our acquisitions. The following table presents the changes in the carrying value of goodwill by segment for the years ended December 31, 2020 and 2021 (in millions): As Previously Reported (1) ATG and Other Technology Programs Mobility Delivery Freight All Other Total Goodwill Balance as of January 1, 2020 $ 29 $ 25 $ 13 $ — $ 100 $ 167 Acquisitions — 2,574 3,533 — — 6,107 Goodwill impairment — — — — (100) (100) Reclass to Assets held for sale (29) — — — — (29) Foreign currency translation adjustment — (37) 1 — — (36) Balance as of December 31, 2020 — 2,562 3,547 — — 6,109 Acquisitions — 127 672 1,438 — 2,237 Goodwill impairment — (73) — — — (73) Measurement period adjustment (2) — (1) 189 — — 188 Foreign currency translation adjustment — (34) (7) — — (41) Balance as of December 31, 2021 $ — $ 2,581 $ 4,401 $ 1,438 $ — $ 8,420 (1) Prior to the first quarter of 2021, we had four reportable segments, Mobility, Delivery, Freight, and ATG and Other Technology Programs. In the first quarter of 2021, we determined there are three operating and reportable segments: Mobility, Delivery, and Freight. Refer to Note 14 - Segment Information and Geographic Information for further information. (2) Refer to Note 18 – Business Combinations. Goodwill Impairment We performed an annual test for goodwill impairment in the fourth quarter of the fiscal year ended December 31, 2019 and determined that goodwill was not impaired. During the first quarter of 2020, prior to the JUMP Divestiture in May 2020, market, macroeconomic and business conditions resulting from the COVID-19 pandemic indicated that it was more likely than not that the carrying value of our New Mobility reporting unit within our previous Other Bets segment (subsequently renamed All Other after the JUMP Divestiture), exceeded its fair value. As a result, we performed an interim goodwill impairment test by comparing the fair value of the New Mobility reporting unit to its carrying value. Fair value was determined by referencing market valuation multiples implied by companies that have comparable businesses which is a Level 3 measurement. The carrying value of our New Mobility reporting unit exceeded its fair value, and as a result, a goodwill impairment charge of $100 million was recorded in general and administrative expenses in the consolidated statement of operations after consideration of impairments of long-lived and other assets of the reporting unit. Also, during the first quarter of 2020, we recognized impairment charges to intangible assets of $23 million, property and equipment of $47 million and other current assets of $23 million in general and administrative expenses in the consolidated statement of operations in our New Mobility reporting unit. During the year ended December 31, 2021, we recognized an immaterial goodwill impairment charge. Intangible Assets The components of intangible assets, net as of December 31, 2020 and 2021 were as follows (in millions except years): Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Remaining Useful Life - Years December 31, 2020 Consumer, Merchant and other relationships $ 1,007 $ (81) $ 926 8 Developed technology (1) 529 (69) 460 2 Trade names and trademarks 183 (16) 167 7 Patents 15 (6) 9 8 Other 5 (3) 2 0 Intangible assets $ 1,739 $ (175) $ 1,564 Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Remaining Useful Life - Years December 31, 2021 Consumer, Merchant and other relationships $ 1,868 $ (294) $ 1,574 9 Developed technology (1) 922 (269) 653 5 Trade names and trademarks 222 (47) 175 6 Patents 15 (7) 8 7 Other 5 (3) 2 0 Intangible assets $ 3,032 $ (620) $ 2,412 (1) Developed technology intangible assets include in-process research and development (“IPR&D”), which is not subject to amortization, of $55 million as of December 31, 2020. There was no IPR&D included in developed technology intangible assets as of December 31, 2021. Amortization expense for intangible assets subject to amortization was $16 million, $155 million, and $439 million for the years ended December 31, 2019, 2020 and 2021, respectively. The estimated aggregate future amortization expense for intangible assets subject to amortization as of December 31, 2021 is summarized below (in millions): Estimated Future Amortization Expense Year Ending December 31, 2022 $ 524 2023 361 2024 303 2025 265 2026 202 Thereafter 757 Total $ 2,412 Impairment of Definite-Lived Intangible and Long-Lived Assets The following table presents the definite-lived intangible and long-lived asset impairment charges recorded in the consolidated statements of operations by asset class during the years ended December 31, 2020 and 2021 (in millions): Year Ended December 31, 2020 2021 Intangible assets $ 23 $ 23 Property and equipment 154 17 Operating lease right-of-use assets (1) 94 3 Total $ 271 $ 43 (1) During the year ended December 31, 2020, we exited, and made available for sublease, certain leased offices, primarily due to the City of San Francisco's extended shelter-in-place orders and our restructuring activities. These decisions resulted in operating lease right-of-use assets impairments of $52 million, $18 million, and $24 million recorded in general and administrative, operations and support, research and development, respectively, in the consolidated statements of operations. |
Long-Term Debt and Revolving Cr
Long-Term Debt and Revolving Credit Arrangements | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Revolving Credit Arrangements | Note 8 – Long-Term Debt and Revolving Credit Arrangements Components of debt, including the associated effective interest rates were as follows (in millions, except for percentages): As of December 31, 2020 2021 Effective Interest Rates Maturities 2016 Senior Secured Term Loan $ 1,101 $ — — % — 2018 Senior Secured Term Loan 1,463 — — % — 2025 Refinanced Term Loan — 1,448 3.8 % April 4, 2025 2027 Refinanced Term Loan — 1,090 3.8 % February 25, 2027 2025 Senior Note 1,000 1,000 7.7 % May 15, 2025 2026 Senior Note 1,500 1,500 8.1 % November 1, 2026 2027 Senior Note 1,200 1,200 7.7 % September 15, 2027 2028 Senior Note 500 500 7.0 % January 15, 2028 2029 Senior Note — 1,500 4.7 % August 15, 2029 2025 Convertible Note 1,150 1,150 0.2 % December 15, 2025 Total debt 7,914 9,388 Less: unamortized discount and issuance costs (327) (85) Less: current portion of long-term debt (27) (27) Total long-term debt $ 7,560 $ 9,276 2016 and 2018 Senior Secured Term Loans Refinancing On February 25, 2021, we entered into a refinancing transaction under which we borrowed $2.6 billion pursuant to an amendment to the 2016 Senior Secured Term Loan agreement, of which all of the net proceeds were used to repay in full all previously outstanding loans under the 2016 Senior Secured Term Loan agreement and the 2018 Senior Secured Term Loan agreement. The $2.6 billion is comprised of (i) a $1.1 billion tranche with a maturity date of February 25, 2027, replacing the 2016 Senior Secured Term Loan as a Refinancing Term Loan (the “2027 Refinanced Term Loan”), and (ii) a $1.5 billion tranche with a maturity date of April 4, 2025, replacing the 2018 Senior Secured Term Loan as an Incremental Term Loan (the “2025 Refinanced Term Loan”). The refinancing transaction qualified as a debt modification that did not result in an extinguishment. The 2025 Refinanced Term Loan and the 2027 Refinanced Term Loan are guaranteed by certain of our material domestic restricted subsidiaries. The 2025 Refinanced Term Loan and the 2027 Refinanced Term Loan agreements contain customary covenants restricting our and certain of our subsidiaries’ ability to incur debt, incur liens and undergo certain fundamental changes. We were in compliance with all covenants as of December 31, 2021. The loan is secured by certain of our intellectual property and equity of certain material foreign subsidiaries. The fair values of our 2025 Refinanced Term Loan and 2027 Refinanced Term Loan were $1.4 billion and $1.1 billion, respectively, as of December 31, 2021 and were determined based on quoted prices in markets that are not active, which is considered a Level 2 valuation input. 2025 Convertible Note In December 2020, we issued $1.15 billion aggregate principal amount of 0% convertible senior notes due in 2025 (the “2025 Convertible Notes”), including the exercise in full by the initial purchasers of the 2025 Convertible Notes of their option to purchase up to an additional $150 million principal amount of the 2025 Convertible Notes. The 2025 Convertible Notes were issued in a private placement to qualified institutional buyers pursuant to Rule144A under the Securities Act. The 2025 Convertible Notes will mature on December 15, 2025, unless earlier converted, redeemed or repurchased. Holders of the 2025 Convertible Notes may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 15, 2025 only under the following circumstances: (i) during any calendar quarter commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (ii) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price (as defined below) per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (iii) if we call such notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the applicable redemption date; or (iv) upon the occurrence of specified corporate events. On or after September 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes at any time, regardless of the foregoing circumstances. As of December 31, 2021, none of the conditions permitting the holders of the 2025 Convertible Notes to convert their notes early had been met. Therefore, the 2025 Convertible Notes are classified as long-term. The initial conversion rate is 12.3701 shares of common stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $80.84 per share of common stock. The conversion rate will be subject to adjustment in some events but will not be adjusted for any accrued and unpaid special interest. Upon conversion of the 2025 Convertible Notes, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. We may not redeem the notes prior to December 20, 2023. We may redeem for cash all or any portion of the notes, at our option, on or after December 20, 2023 if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date. The indenture governing the 2025 Convertible Notes does not contain any financial or operating covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by us or any of our subsidiaries. Prior to the adoption of ASU 2020-06, the proceeds from the issuance of the 2025 Convertible Notes were allocated between the conversion feature recorded as equity and the liability for the notes themselves. The difference of $243 million between the principal amount of the 2025 Convertible Notes and the liability component (the “debt discount”) was amortized to interest expense using the effective interest method over the term of the 2025 Convertible Notes. The equity component of the 2025 Convertible Notes was included in additional paid-in capital in the consolidated balance sheet as of December 31, 2020 and was not remeasured as it continued to meet the conditions for equity classification. To determine the fair value of the liability component of the 2025 Convertible Notes as of the pricing date, we used the binomial model with inputs of time to maturity, conversion ratio, our stock price, risk free rate and volatility. Effective January 1, 2021, we early adopted ASU 2020-06 using the modified retrospective approach. The adoption of this standard resulted in a decrease to additional paid-in capital of $243 million and an increase to our 2025 Convertible Notes by the same amount. At adoption, there was no adjustment recorded to the opening accumulated deficit. As a result of the adoption, starting on January 1, 2021 interest expense is reduced as a result of accounting for the 2025 Convertible Notes as a single liability measured at its amortized cost. The fair value of our 2025 Convertible Notes was $1.1 billion as of December 31, 2021 and was determined based on quoted prices in markets that are not active, which is considered a Level 2 valuation input. Senior Notes In October 2018, we issued five-year notes with aggregate principal amount of $500 million due on November 1, 2023 (the “2023 Senior Notes”) and eight-year notes with aggregate principal amount of $1.5 billion due on November 1, 2026 (the “2026 Senior Notes”) in a private placement offering totaling $2.0 billion. We issued the 2023 and 2026 Senior Notes at par and paid approximately $9 million for debt issuance costs. The interest is payable semi-annually on May 1 and November 1 of each year at 7.5% per annum and 8.0% per annum, respectively, beginning on May 1, 2019, and the entire principal amount is due at the time of maturity. In September 2019, we issued eight-year notes with aggregate principal amount of $1.2 billion due on September 15, 2027 (the “2027 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Rule144A under the Securities Act. We issued the 2027 Senior Notes at par and paid approximately $11 million for debt issuance costs. The interest is payable semi-annually in arrears on March 15 and September 15 of each year at 7.5% per annum, beginning on March 15, 2020, and the entire principal amount is due at the time of maturity. In May 2020, we issued five-year notes with an aggregate principal amount of $1.0 billion due on May 15, 2025 (the “2025 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act. We issued the 2025 Senior Notes at par and paid approximately $8 million for debt issuance costs. The interest is payable semi-annually in arrears on May 15 and November 15 of each year at 7.5% per annum, beginning on November 15, 2020, and the entire principal amount is due at the time of maturity. In September 2020, we issued eight-year notes with an aggregate principal amount of $500 million due on January 15, 2028 (the “2028 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act. We issued the 2028 Senior Notes at par and paid approximately $5 million for debt issuance costs. The interest is payable semi-annually in arrears on January 15 and July 15 of each year at 6.25% per annum, beginning on July 15, 2021, and the entire principal amount is due at the time of maturity. In October 2020, we used the net proceeds from this offering, along with cash on hand, to redeem all of our outstanding 2023 Senior Notes. The redemption of the 2023 Senior Notes was for substantially identical 2028 Senior Notes. Following the redemption, there were no 2023 Senior Notes outstanding. In August 2021, we issued eight-year notes with an aggregate principal amount of $1.5 billion due on August 15, 2029 (the “2029 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act. We issued the 2029 Senior Notes at par and paid approximately $16 million for debt issuance costs. The interest is payable semi-annually in arrears on February 15 and August 15 of each year at 4.50% per annum, beginning on February 15, 2022, and the entire principal amount is due at the time of maturity and therefore, the 2029 Senior Notes are classified as long-term. We used the net proceeds from this offering to finance a portion of the consideration payable in cash, and certain related fees and expenses incurred, in connection with the acquisition of Transplace, by our majority-owned subsidiary, Uber Freight Holding Corporation (“Freight Holding”). Refer to Note 18 – Business Combinations for additional information on the Transplace acquisition. The 2025, 2026, 2027, 2028 and 2029 Senior Notes (collectively “Senior Notes”) are guaranteed by certain of our material domestic restricted subsidiaries. The indentures governing the Senior Notes contain customary covenants restricting our and certain of our subsidiaries’ ability to incur debt and incur liens, as well as certain financial covenants specified in the indentures. We were in compliance with all covenants as of December 31, 2021. The following table presents the fair values of our Senior Notes as of December 31, 2021, and were determined based on quoted prices in markets that are not active, which is considered a Level 2 valuation input (in millions): As of December 31, 2021 2025 Senior Note $ 1,052 2026 Senior Note 1,602 2027 Senior Note 1,305 2028 Senior Note 537 2029 Senior Note 1,533 Total $ 6,029 The future principal payments for our long-term debt as of December 31, 2021 is summarized as follows (in millions): Future Minimum Payments Year Ending December 31, 2022 $ 27 2023 27 2024 27 2025 3,564 2026 1,512 Thereafter 4,231 Total $ 9,388 The following table presents the amount of interest expense recognized relating to the contractual interest coupon, amortization of the debt discount and issuance costs with respect to our long term debt, and an 8.0% internal rate of return (“IRR payout”) which was accruing on our 2022 Convertible Notes that converted into shares of common stock upon the close of our IPO in 2019, for the years ended December 31, 2019, 2020 and 2021 (in millions): Year Ended December 31, 2019 2020 2021 Contractual interest coupon $ 439 $ 449 $ 464 Amortization of debt discount and issuance costs 82 14 16 8% IRR payout 26 — — Total interest expense from long-term debt $ 547 $ 463 $ 480 Revolving Credit Arrangements We have a revolving credit agreement initially entered in 2015 with certain lenders, which provides for $2.3 billion in credit maturing on June 13, 2023 (“Revolving Credit Facility”). The Revolving Credit Facility may be guaranteed by certain of our material domestic restricted subsidiaries based on certain conditions. The credit agreement contains customary covenants restricting our and certain of our subsidiaries’ ability to incur debt, incur liens, and undergo certain fundamental changes, as well as maintain a certain level of liquidity specified in the contractual agreement. The credit agreement also contains customary events of default. The Revolving Credit Facility also contains restrictions on the payment of dividends. As of December 31, 2021, there was no balance outstanding on the Revolving Credit Facility. Letters of Credit For purposes of securing obligations related to leases and other contractual obligations, we also maintain an agreement for letters of credit, which is collateralized by our Revolving Credit Facility and reduces the amount of credit available. As of December 31, 2020 and 2021, we had letters of credit outstanding of $649 million and $749 million, respectively, of which the letters of credit that reduced the available credit under the Revolving Credit Facility were $233 million and $247 million, respectively. |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets and Liabilities Held for Sale | Note 9 – Assets and Liabilities Held for Sale The following table summarizes the carrying values of the assets and liabilities classified as held for sale as of December 31, 2020 (in millions): December 31, 2020 ATG Assets held for sale Cash and cash equivalents $ 349 Prepaid expenses and other current assets 2 Investments 2 Operating lease right-of-use assets 26 Property and equipment, net 78 Intangibles 31 Goodwill 29 Total assets held for sale 517 Liabilities held for sale Accounts payable 8 Accrued and other current liabilities 66 Operating lease liabilities, current 6 Operating lease liabilities, non-current 20 Total liabilities held for sale 100 Net assets held for sale $ 417 Sale of ATG Business On December 7, 2020, we announced the sale of our ATG Business, our subsidiary focused on the development and commercialization of autonomous vehicle technologies, to Aurora. Our ATG Business was included within our ATG and Other Technology Programs segment. The sale of our ATG Business did not represent a strategic shift that would have had a major effect on our operations and financial results, and therefore did not qualify for reporting as a discontinued operation for financial statement purposes. On January 19, 2021, we completed the sale of Apparate to Aurora. Refer to Note 19 – Divestitures for further information on the sale of our ATG Business. Note 19 – Divestitures During the years ended December 31, 2019, 2020 and 2021, we completed the following divestitures: • In 2019, divestitures consisted of the disposition of our LCR business operations. • In 2020, divestitures consisted of the sale of our Uber Eats India operations, the disposition of all assets of our JUMP business, and the sale of our European Freight business to Sennder. • In 2021, divestitures consisted of the sale of our ATG Business, a subsidiary focused on the development and commercialization of autonomous vehicle technology, to Aurora. The gains (losses) associated with these divestitures were included in other income (expense), net in the consolidated statements of operations. Divestiture of LCR to Waydrive In January 2019, an agreement was executed with Waydrive to purchase the LCR business, specifically 100% of the equity interests of LCR and its subsidiary LCRF Pte. Ltd. (“LCRF”). Fair value of consideration received included $310 million of cash for the assets and liabilities of LCR and LC RF and up to $33 million of contingent consideration receivable for certain VAT receivables and receivables from certain commercial counterparties. As of December 31, 2020, we collected substantially all of the c ontingent consideration receivable. The resulting gain on disposal was not material to us. The transaction closed on January 25, 2019. The LCR business was included within our Mobility segment. Divestiture of Uber Eats India to Zomato On January 21, 2020, we entered into a definitive agreement and completed the divestiture of Uber Eats India to Zomato in exchange for (i) CCPS Preferred Shares of Zomato convertible into ordinary shares representing, when converted, 9.99% of the total voting capital of Zomato and (ii) a non-interest bearing note receivable to be repaid over the course of four years for reimbursement by Zomato of goods and services tax. The estimated fair value of the consideration received included the investment valued at $171 million and the $35 million of reimbursement of goods and services tax receivable from Zomato. As of December 31, 2021, we had collected substantially all of the receivable. The fair value of the CCPS Preferred Shares was based primarily on the observed transaction price for a similar security issued to new investors in close proximity to the time of our transaction with Zomato. The transaction resulted in a gain on disposal of $154 million recognized in other income (expense), net in the consolidated statements of operations during the first quarter of 2020. The income tax effect of the sale was not material. The divestiture of Uber Eats India did not represent a strategic shift that would have had a major effect on our operations and financial results, and therefore does not qualify for reporting as a discontinued operation for financial statement purposes. Divestiture of JUMP and Investment in Lime On May 7, 2020, we entered into a series of transactions and agreements with Lime to divest our JUMP business (the “JUMP Divestiture”). Neutron Holdings, Inc. (“Lime”) is incorporated in Delaware for the purpose of owning and operating a fleet of dockless e-bikes and e-scooters for short-term access use by consumers for personal transportation. We previously held Lime Series C preferred stock and fully vested warrants to purchase Lime Series C-1 preferred stock. Uber contributed hardware, equipment, intellectual property rights, technology, licensed technology, and permits of our JUMP business (collectively, “JUMP Assets”) in certain markets to Lime. JUMP Assets and previously held investments and warrants in Lime were exchanged for common stock (the “Lime Common Stock”), newly issued Lime Series 1-C preferred stock (“Lime 1-C Preferred Stock”) and fully vested warrants to purchase Lime Series 1-C Preferred Stock (“Lime 1-C Preferred Stock Warrants”). Lime Common Stock represents approximately 10% of fully-diluted (22% undiluted) ownership interest in Lime as of December 31, 2021. Concurrently, we contributed $85 million of cash to Lime in exchange for a secured note convertible into Lime Series 3 Preferred Stock (the “Lime Convertible Note”), which may be converted at any time at our election representing 20% initial ownership in Lime as converted on a fully-diluted basis. In addition, we entered into a call option agreement which gives us for a two-year period beginning May 7, 2022 the right to acquire all of the outstanding equity interests of Lime held by its shareholders at fair value on the date of exercise, subject to regulatory approval. We have one seat on Lime’s five-person board of directors. We also amended our preexisting commercial agreement with Lime. Our ownership in Lime is comprised of Lime Common Stock, Lime 1-C Preferred Stock, Lime 1-C Preferred Stock Warrants, and the Lime Convertible Note (collectively, the “2020 Lime Investments”) and represents approximately 31% on an as converted and fully-diluted basis as of December 31, 2021. The 2020 Lime Investments are accounted for under the fair value option. Refer to Note 3 - Investments and Fair Value Measurement for additional information. Lime was assessed under the VIE model and considered an unconsolidated VIE. Refer to Note 16 – Variable Interest Entities for additional information. The JUMP Divestiture did not represent a strategic shift that would cause a major effect on our operations and financial results, and therefore does not qualify for reporting as a discontinued operation for financial reporting purposes. The resulting loss on disposal was not material to us and was recorded in other income (expense), net, in the consolidated statements of operations during the second quarter of 2020. Divestiture of ATG Business to Aurora On January 19, 2021, we completed the previously announced sale of our ATG Business, a subsidiary focused on the development and commercialization of autonomous vehicle technology, to Aurora. As a result, our controlling interest and the non-controlling interests in the ATG Business were settled, and ownership of the ATG Business transferred to Aurora. As consideration for the sale, Aurora issued Series U-1 preferred shares to the third party investors of the ATG Business to settle their ATG Series A Stated Liquidation Preference of $1.1 billion, which had previously been recorded as redeemable and non-redeemable non-controlling interests on our consolidated balance sheet prior to this transaction. We received the residual consideration from the sale as the only common unit holder of the ATG Business in the form of Aurora common shares valued at $1.3 billion, representing 22% of fully-diluted (25% undiluted) ownership interest of Aurora. Concurrently, we invested $400 million in Aurora in exchange for Aurora Series U-2 convertible preferred shares, representing 4% of fully-diluted (5% undiluted) ownership interest of Aurora. Refer to Note 3 – Investments and Fair Value Measurement for additional information. We do not consolidate Aurora under either the VIE or the voting interest model. For further information, refer to Note 16 – Variable Interest Entities. We entered into a commercial agreement with Aurora pursuant to which the parties will collaborate with best efforts to launch and commercialize self-driving vehicles on our ridesharing network. We also allowed unvested RSUs for Uber stock held by employees of the ATG Business that transferred to Aurora to continue to vest over the next 12 months contingent upon the employee remaining at Aurora. As a result, we recognized liabilities of $315 million as consideration for these future obligations to Aurora. The sale of the ATG Business did not represent a strategic shift that would have had a major effect on our operations and financial results, and therefore does not qualify for reporting as a discontinued operation. The resulting gain on disposal was recorded in other income (expense), net in the consolidated statements of operations. The following table presents the gain on sale of the ATG Business (in millions): Year Ended December 31, 2021 Fair value of common shares received $ 1,277 Derecognition of ATG Business' non-controlling interests 1,057 Liability recognized for future obligations (315) Net consideration received for sale of the ATG Business 2,019 Carrying value of net assets transferred (375) Gain on the sale of the ATG Business $ 1,644 |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Statement Information | Note 10 – Supplemental Financial Statement Information Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Prepaid expenses $ 407 $ 459 Other receivables 464 553 Other 344 442 Prepaid expenses and other current assets $ 1,215 $ 1,454 Accrued and Other Current Liabilities Accrued and other current liabilities as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Accrued legal, regulatory and non-income taxes $ 1,811 $ 2,187 Accrued Drivers and Merchants liability 651 1,187 Income and other tax liabilities 203 376 Unsecured convertible notes in connection with Careem acquisition 348 — Commitment to issue unsecured convertible notes in connection with Careem acquisition 303 238 Other 1,796 2,549 Accrued and other current liabilities $ 5,112 $ 6,537 Other Long-Term Liabilities Other long-term liabilities as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Deferred tax liabilities $ 818 $ 365 Other 488 570 Other long-term liabilities $ 1,306 $ 935 Accumulated Other Comprehensive Income (Loss) The changes in composition of accumulated other comprehensive income (loss), net of tax, for the years ended December 31, 2019, 2020 and 2021 were as follows (in millions): Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2018 $ (228) $ 40 $ (188) Other comprehensive income (loss) before reclassifications (3) 4 1 Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) (3) 4 1 Balance as of December 31, 2019 $ (231) $ 44 $ (187) Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2019 $ (231) $ 44 $ (187) Other comprehensive income (loss) before reclassifications (350) 2 (348) Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) (350) 2 (348) Balance as of December 31, 2020 $ (581) $ 46 $ (535) Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2020 $ (581) $ 46 $ (535) Other comprehensive income before reclassifications 57 2,562 2,619 Amounts reclassified from accumulated other comprehensive income (1) — (2,608) (2,608) Other comprehensive income (loss) 57 (46) 11 Balance as of December 31, 2021 $ (524) $ — $ (524) (1) The amounts reclassified from accumulated other comprehensive income are recorded in other income (expense), net and the related tax impact of $176 million is recorded in provision for (benefit from) income taxes on the consolidated statement of operations. Other Income (Expense), Net The components of other income (expense), net, for the years ended December 31, 2019, 2020 and 2021 were as follows (in millions): Year Ended December 31, 2019 2020 2021 Interest income $ 234 $ 55 $ 37 Foreign currency exchange gains (losses), net (40) (128) (67) Gain on business divestitures, net (1) — 204 1,684 Gain from sale of investments (2) — — 413 Unrealized gain (loss) on debt and equity securities, net (3) 2 (125) 1,142 Impairment of debt and equity securities (4) — (1,690) — Change in fair value of embedded derivatives 58 — — Gain on extinguishment of convertible notes and settlement of derivatives (5) 444 — — Other, net 24 59 83 Other income (expense), net $ 722 $ (1,625) $ 3,292 (1) During the year ended December 31, 2020, gain on business divestitures, net represented a $154 million gain on the sale of our Uber Eats India operations to Zomato recognized in the first quarter of 2020 and a $77 million gain on the sale of our European Freight Business to sennder GmbH (“Sennder”) recognized in the fourth quarter of 2020, partially offset by a $27 million loss on the sale of our JUMP operations to Lime recognized in the second quarter of 2020. During the year ended December 31, 2021, gain on business divestitures, net represented a $1.6 billion gain on the sale of our ATG Business to Aurora recognized in the first quarter of 2021. Refer to Note 19 – Divestitures for further information on the sale of our ATG Business. (2) During the year ended December 31, 2021, gain from sale of investments primarily represented a $348 million gain recognized from sale of our equity interests in MLU B.V. Refer to Note 4 - Equity Method Investments for further information. (3) During the year ended December 31, 2021, unrealized gain (loss) on debt and equity securities, net primarily represented a $1.6 billion net unrealized gain on our Grab investment, a $1.6 billion unrealized gain on our Aurora Investments and a $991 million unrealized gain on our Zomato investment, partially offset by a $3.0 billion unrealized loss on our Didi investment. Refer to Note 3 – Investments and Fair Value Measurement for further information. (4) During the year ended December 31, 2020, we recorded an impairment charge of $1.7 billion, primarily related to our investment in Didi recognized during the first quarter of 2020. Refer to Note 3 – Investments and Fair Value Measurement for further information. (5) During the year ended December 31, 2019, we recognized a $444 million gain on extinguishment of our 2021 and 2022 Convertible Notes and settlement of derivatives in connection with our IPO, recognized during the second quarter of 2019. Refer to Note 11 – Stockholders' Equity for additional information regarding our IPO. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Note 11 – Stockholders' Equity Initial Public Offering On May 14, 2019, we closed our IPO, in which we issued and sold 180 million shares of our common stock. The price was $45.00 per share. We received net proceeds of approximately $8.0 billion from the IPO after deducting underwriting discounts and commissions of $106 million and offering expenses. Upon closing of the IPO: (i) all shares of our outstanding redeemable convertible preferred stock automatically converted into 905 million shares of common stock; (ii) holders of the 2021 and 2022 Convertible Notes elected to convert all outstanding notes into 94 million shares of common stock; and, (iii) an outstanding warrant which became exercisable upon the closing of the IPO was exercised to purchase 0.2 million shares of common stock. In addition, we recognized a net gain of $327 million in other income (expense), net in the consolidated statement of operations upon conversion of the 2021 and 2022 Convertible Notes during the second quarter of 2019, which consisted of $444 million gain on extinguishment of debt and settlement of derivatives, partially offset by $117 million loss from the change in fair value of embedded derivatives prior to settlement. The extinguishment of debt resulted in the derecognition of the carrying value of the debt balance and settlement of embedded derivatives. We had granted RSAs, RSUs, SARs, and stock options that vest only upon the satisfaction of both time-based service and performance-based conditions. Through May 9, 2019, no stock-based compensation expense had been recognized for such awards with a performance condition based on the occurrence of a qualifying event (such as an IPO), as such qualifying event was not probable. Upon our IPO, we recognized $3.6 billion of stock-based compensation expense. Upon the IPO, shares were issued to satisfy the vesting of RSUs with a performance condition. To meet the related tax withholding requirements, we withheld 29 million of the 76 million shares of common stock issued. Based on the IPO public offering price of $45.00 per share, the tax withholding obligation was $1.3 billion. As a result of stock-based compensation expense for vested and unvested RSUs upon the IPO, we recorded an additional deferred tax asset of approximately $1.1 billion that was offset by a full valuation allowance. PayPal, Inc. (“PayPal”) Private Placement On May 16, 2019, we closed a private placement by PayPal, Inc. in which we issued and sold 11 million shares of our common stock at a purchase price of $45.00 per share and received aggregate proceeds of $500 million. Redeemable Convertible Preferred Stock Upon closing of the IPO, all shares of our outstanding redeemable convertible preferred stock automatically converted into 905 million shares of common stock. During 2019, the warrant to purchase 922,655 Series G redeemable convertible preferred stock was exercised in full and the fair value of the warrant was reclassified to redeemable convertible preferred stock. Also during 2019, the warrant to purchase 150,071 Series E redeemable convertible preferred stock was exercised. As a result of the IPO, both the Series G and Series E warrants automatically converted to shares of common stock. For additional information related to our IPO, refer to section above titled “Initial Public Offering.” Preferred Stock After conversion of the above mentioned redeemable convertible preferred stock into common stock upon closing of our IPO, our board of directors was granted the authority to issue up to 10 million shares of preferred stock and to determine the price, rights, preferences, privileges and restrictions, including voting rights, of those shares without any further vote or action by the stockholders. As of December 31, 2020 and 2021, there was no preferred stock issued and outstanding. Common Stock As of December 31, 2021, we have the authority to issue 5.0 billion shares of common stock with a par value of $0.00001 per share. Holders of common stock are entitled to dividends when and if declared by the board of directors, subject to the rights of the holders of all classes of stock outstanding having priority rights to dividends. As of December 31, 2021, no dividends have been declared and there were 1.9 billion shares of common stock issued and outstanding. Equity Compensation Plans We maintain four equity compensation plans that provide for the issuance of shares of our common stock to our officers and other employees, directors, and consultants: the 2010 Stock Plan (the “2010 Plan”), the 2013 Equity Incentive Plan (the “2013 Plan”), the 2019 Equity Incentive Plan (the “2019 Plan”), and the 2019 Employee Stock Purchase Plan (the “ESPP”), which have all been approved by stockholders. These plans provide for the issuance of incentive stock options (“ISOs”), nonqualified stock options (“NSOs”), SARs, restricted stock, RSUs, performance-based awards, and other awards (that are based in whole or in part by reference to our common stock). Following our IPO, we have only issued awards under the 2019 Plan and the ESPP, and no additional awards will be granted under the 2010 Plan and 2013 Plan. The number of shares of our common stock available for issuance under the 2019 Plan automatically increases on January 1 of each year, for a period of not more than ten years, commencing on January 1, 2020 and ending on (and including) January 1, 2029 by the lesser of (a) 5% of the total number of the shares of common stock outstanding on December 31 of the immediately preceding calendar year, and (b) such number of shares determined by our board of directors. Pursuant to the automatic increase feature of the 2019 Plan, our board of directors approved an increase of 97 million shares reserved for issuance effective January 1, 2022, for a total of 377 million shares reserved. Stock Option and SAR Activity A summary of stock option and SAR activity for the year ended December 31, 2021 is as follows (in millions, except share amounts which are reflected in thousands, per share amounts, and years): SARs Outstanding Number of SARs Options Outstanding Number of Shares Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value As of December 31, 2020 229 28,734 $ 12.87 4.97 $ 1,104 Granted and assumed in connection with acquisitions — 5,457 $ 5.13 Exercised (65) (9,380) $ 10.81 Canceled and forfeited (7) (558) $ 17.14 As of December 31, 2021 157 24,253 $ 11.84 4.35 $ 735 Vested and expected to vest as of December 31, 2021 134 17,411 $ 8.10 3.55 $ 593 Exercisable as of December 31, 2021 134 17,411 $ 8.10 3.55 $ 593 The total intrinsic value of stock options and SARs exercised for the years ended December 31, 2019, 2020 and 2021, was $202 million, $614 million and $382 million, respectively. RSU Activity The following table summarizes the activity related to our RSUs for the year ended December 31, 2021 (in thousands, except per share amounts): Number of Shares Weighted-Average Unvested and outstanding as of December 31, 2020 83,736 $ 34.17 Granted 50,308 $ 49.78 Vested (39,005) $ 37.98 Canceled and forfeited (23,578) $ 37.85 Unvested and outstanding as of December 31, 2021 71,461 $ 41.91 The total fair value of RSUs vested for the years ended December 31, 2019, 2020 and 2021 was $1.4 billion, $1.4 billion, and $1.5 billion, respectively. Restricted Common Stock We have granted restricted common stock to certain continuing employees, primarily in connection with acquisitions. Vesting of this stock may be dependent on a combination of service and performance conditions that become satisfied upon the occurrence of a qualifying event. We have the right to repurchase shares for which the vesting conditions are not satisfied. The following table summarizes the activity related to our restricted common stock for the year ended December 31, 2021 (in thousands, except per share amounts): Number of Shares Weighted-Average Unvested restricted common stock as of December 31, 2020 28 $ 34.86 Granted 4,641 $ 43.50 Vested (516) $ 43.50 Canceled and forfeited — $ — Unvested restricted common stock as of December 31, 2021 4,153 $ 43.44 Stock-Based Compensation Expense Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. The following table summarizes total stock-based compensation expense by function for the years ended December 31, 2019, 2020 and 2021 (in millions): Year Ended December 31, 2019 2020 2021 Operations and support $ 454 $ 72 $ 139 Sales and marketing 243 48 83 Research and development 2,958 477 614 General and administrative 941 230 332 Total $ 4,596 $ 827 $ 1,168 Upon our IPO on May 14, 2019, the performance condition was met and $3.6 billion of stock-based compensation expense was recognized related to these awards. For additional information related to our IPO, refer to section above titled “Initial Public Offering.” During the years ended December 31, 2019, 2020 and 2021, we modified the terms of stock-based awards for certain employees upon their termination or change in employment status. Incremental stock-based compensation cost in relation to the modification of stock-based awards was not material for the years ended December 31, 2019, 2020 and 2021. As of December 31, 2021, there was $3.0 billion of unamortized compensation costs related to all unvested awards. The unamortized compensation costs are expected to be recognized over a weighted-average period of approximately 2.70 years. Stock-based compensation expense capitalized as internally developed software costs was $61 million for the year ended December 31, 2019 and not material for the years ended December 31, 2020 and 2021. The tax benefits recognized in the consolidated statements of operations for stock-based compensation arrangements were not material during the years ended December 31, 2019, 2020 and 2021, respectively. No redeemable convertible preferred stock warrants were granted to non-employee service providers and others in 2019, 2020 and 2021. During 2019, 2020 and 2021, warrants vested to non-employee service providers and others were not material and no warrants were granted. The weighted-average grant-date fair values of stock options and SARs granted to employees in the years ended December 31, 2019, 2020 and 2021 were $19.91, $35.77 and $39.43 per share, respectively. The fair value of stock options and SARs granted was determined using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2019 2020 2021 Expected term (in years) 6.0 4.0 5.1 Risk-free interest rate 2.2 % 0.3 % 0.9 % Expected volatility 33.9 % 42.5 % 40.3 % Expected dividend yield — % — % — % The weighted-average grant-date fair value of performance awards with market-based targets in the year ended December 31, 2019 was $18.20 per share. The weighted-average derived service period for performance awards with market-based targets in the year ended December 31, 2019 was 2.12 years. There were no performance awards with market-based targets granted in the years ended December 31, 2020 and 2021. The fair value of performance awards with market-based targets granted was determined using a Monte Carlo model with the following weighted-average assumptions: Year Ended December 31, 2019 2020 2021 Risk-free interest rate 2.7 % — % — % Expected volatility 39.0 % — % — % Expected dividend yield — % — % — % 2019 Employee Stock Purchase Plan On May 9, 2019, the date of the underwriting agreement between Uber and the underwriters for the IPO, our ESPP became effective. The number of shares of Uber common stock available for issuance under the ESPP automatically increases on January 1 of each year, beginning in 2020 and continuing through 2029, by the lesser of (a) 1.0% of the total number of shares of common stock outstanding on December 31 of the immediately preceding calendar year, and (b) 25,000,000 shares. However, our board of directors or compensation committee may reduce the amount of the increase in any particular year. Pursuant to the automatic increase feature of the ESPP, effective January 1, 2022, a total of 70 million shares of common stock are reserved for issuance under the ESPP. The stock-based compensation expense recognized for the ESPP was not material during the years ended December 31, 2019, 2020 and 2021. During the years ended December 31, 2019, 2020 and 2021, 2 million, 5 million and 3 million shares, respectively, of common stock were purchased under the ESPP at a weighted-average price of $23.83, $25.05 and $38.75 per share, respectively, resulting in cash proceeds of $49 million, $125 million and $107 million, respectively. We selected the Black-Scholes option-pricing model as the method for determining the estimated fair value for our ESPP. As of December 31, 2021, total unrecognized compensation cost related to the ESPP was $39 million, which will be amortized over a period of 0.4 years. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12 - Income Taxes The U.S. and foreign components of income (loss) before provision for (benefit from) income taxes for the years ended December 31, 2019, 2020 and 2021 are as follows (in millions): Year Ended December 31, 2019 2020 2021 U.S. $ (4,926) $ (3,518) $ (340) Foreign (3,507) (3,428) (685) Loss before income taxes and loss from equity method investments $ (8,433) $ (6,946) $ (1,025) The components of the provision for (benefit from) income taxes for the years ended December 31, 2019, 2020 and 2021 are as follows (in millions): Year Ended December 31, 2019 2020 2021 Current Federal $ 1 $ — $ — State — 11 4 Foreign 132 63 196 Total current tax expense $ 133 $ 74 $ 200 Deferred Federal (77) (97) (76) State 8 (7) 19 Foreign (19) (162) (635) Total deferred tax expense (benefit) (88) (266) (692) Total provision for (benefit from) income taxes $ 45 $ (192) $ (492) The following is a reconciliation of the statutory federal income tax rate to our effective tax rate for the years ended December 31, 2019, 2020 and 2021: Year Ended December 31, 2019 2020 2021 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income tax expense (0.1) (0.1) (2.3) Foreign rate differential (3.8) 10.8 10.3 Non-deductible expenses (1.3) (1.3) (5.2) Stock-based compensation 1.2 1.3 4.5 Interest on convertible notes (0.3) — (0.1) Gain on convertible notes 1.1 — — Federal research and development credits 3.1 2.9 7.8 Deferred tax on investments (1) — 0.9 48.7 Entity restructuring (2) 92.3 (1.7) (2.0) Change in unrecognized tax benefits (17.0) (3.7) (27.8) Valuation allowance (97.3) (45.8) (33.7) US tax on foreign income (1.6) — (10.8) Tax rate change — 14.4 22.4 Other interest 1.8 3.2 16.8 Other, net 0.4 0.9 (1.6) Effective income tax rate (0.5) % 2.8 % 48.0 % (1) The 2020 rate impact for “Deferred tax on investments” was primarily driven by the deferred U.S. tax impact and the deferred China tax impact of the impairment charge related to our investment in Didi. The 2021 rate impact for “Deferred tax on investments” was primarily driven by the deferred China and U.S. tax impact related to our investment in Didi and the deferred U.S. tax impact related to our investments in Aurora, Grab, and Zomato. (2) The 2019 rate impact for “Entity restructuring” is related to a series of transactions resulting in changes to our international legal structure, including a redomiciliation of a subsidiary to the Netherlands and a transfer of certain intellectual property rights among wholly owned subsidiaries, primarily to align its evolving operations. The redomiciliation resulted in a step-up in the tax basis of intellectual property rights and a correlated increase in foreign deferred tax assets in an amount of $6.4 billion, net of a reserve for uncertain tax positions of $1.4 billion (refer to the 2019 rate impact for “Change in unrecognized tax benefits”). Based on available objective evidence, management believed it was not more-likely-than-not that these additional foreign deferred tax assets will be realizable as of December 31, 2019 and, therefore, were offset by a full valuation allowance (refer to the 2019 rate impact for “Valuation allowance”) to the extent not offset by reserves for uncertain tax positions. The corresponding deferred tax asset and valuation allowance balance were included in the “Fixed assets and intangible assets” and “Valuation allowance” lines, respectively, in the table below. In the second quarter of 2020, we transferred certain intangible assets among our wholly-owned subsidiaries to align our structure to our evolving operations. The transaction resulted in the establishment of deferred tax assets of $354 million; however, there was no financial statement benefit recognized since the deferred tax asset was offset by a full valuation allowance. To align our structure to our evolving operations, in the second and fourth quarters of 2021, we completed intercompany transfers of certain intangible assets. These intercompany transfers did not have a material impact to the financial statements. The components of deferred tax assets and liabilities as of December 31, 2020 and 2021 are as follows (in millions): As of December 31, 2020 2021 Deferred tax assets Net operating loss carryforwards $ 4,949 $ 5,992 Research and development credits 857 1,020 Stock-based compensation 125 66 Accruals and reserves 227 290 Accrued legal 95 119 Fixed assets and intangible assets 6,936 6,753 Investment in partnership 254 — Lease liability 460 455 Interest limitation carryforwards 562 629 Other 58 107 Total deferred tax assets 14,523 15,431 Less: Valuation allowance (13,410) (13,920) Total deferred tax assets, net of valuation allowance 1,113 1,511 Deferred tax liabilities Indefinite lived deferred tax liability (1) 1,502 1,451 ROU assets 322 334 Other 68 29 Total deferred tax liabilities 1,892 1,814 Net deferred tax liabilities $ 779 $ 303 (1) The $1.5 billion indefinite-lived deferred tax liability represents the deferred U.S. income tax expense, which will be incurred upon the eventual disposition of the shares underlying our investments in Didi, Aurora, Grab, and Zomato. The current year tax expense and any subsequent changes in the recognition or measurement of this deferred tax liability will be recorded in continuing operations. Based on available evidence, management believes it is not more-likely-than-not that the net U.S., Netherlands, and other non-material jurisdictions’ deferred tax assets will be fully realizable. In these jurisdictions, we have recorded a valuation allowance against net deferred tax assets. We regularly review the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing taxable temporary differences and tax planning strategies by jurisdiction. Our judgment regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute our business plans and/or tax planning strategies. Should there be a change in the ability to recover deferred tax assets, our income tax provision would increase or decrease in the period in which the assessment is changed. We had a valuation allowance against net deferred tax assets of $13.4 billion and $13.9 billion as of December 31, 2020 and 2021, respectively. In 2021, the increase in the valuation allowance was primarily attributable to a tax rate increase in the Netherlands, an increase in U.S. federal, state and Netherlands deferred tax assets resulting from the loss from operations, and tax credits generated during the year, offset partially by the release of the valuation allowance due to deferred tax liabilities recorded as a result of the acquisitions providing an additional source of taxable income to support the realizability of pre-existing deferred tax assets. The indefinite carryforward period for net operating losses ("NOLs") means that indefinite-lived deferred tax liabilities can be considered as support for realization of deferred tax assets, which can affect the need to record or maintain a valuation allowance for deferred tax assets. As of December 31, 2020 and 2021, we realized approximately $744 million and $1.2 billion, respectively, of our U.S. federal and state deferred tax assets as a result of our indefinite-lived deferred tax liabilities being used as a source of income. As of December 31, 2021, we had U.S. federal NOL carryforwards of $3.2 billion that begin to expire in 2031 and $11.7 billion that have an unlimited carryover period. As of December 31, 2021, we had U.S. state NOL carryforwards of $10.2 billion that begin to expire in 2022 and $2.2 billion that have an unlimited carryover period. As of December 31, 2021, we had foreign NOL carryforwards of $507 million that begin to expire in 2023 and $10.1 billion that have an unlimited carryover period. As of December 31, 2021, we had U.S. federal research tax credit carryforwards of $785 million that begin to expire in 2028. We had U.S. state research tax credit carryforwards of $13 million that begin to expire in 2032 and $521 million that have an unlimited carryover period. In the event we experience an ownership change within the meaning of Section 382 of the Internal Revenue Code (“IRC”), our ability to utilize net operating losses, tax credits and other tax attributes may be limited. The most recent analysis of our historical ownership changes was completed through December 31, 2021. Based on the analysis, we do not anticipate a current limitation on the tax attributes. The following table reflects changes in gross unrecognized tax benefits (in millions): Year Ended December 31, 2019 2020 2021 Unrecognized tax benefits at beginning of year $ 394 $ 1,797 $ 2,293 Gross increases - current year tax positions 1,566 353 239 Gross increases - prior year tax positions 16 191 134 Gross decreases - prior year tax positions (36) (48) (9) Gross decreases - settlements with tax authorities (143) — — Unrecognized tax benefits at end of year $ 1,797 $ 2,293 $ 2,657 As of December 31, 2021, approximately $204 million of unrecognized tax benefits, if recognized, would impact the effective tax rate. The remaining $2.5 billion of the unrecognized tax benefits would not impact the effective tax rate due to the valuation allowance against certain deferred tax assets. We recognize accrued interest and penalties related to unrecognized tax benefits within the provision for income taxes in the consolidated statements of operations. The amount of interest and penalties accrued as of December 31, 2020 and 2021 was $12 million and $18 million, respectively. Although the timing of the resolution and/or closure of audits is highly uncertain, 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 subject to examination and the number of matters being examined, we are unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. Any changes to unrecognized tax benefits recorded as of December 31, 2021 that are reasonably possible to occur within the next 12 months are not expected to be material. We are subject to taxation in the U.S. and various state and foreign jurisdictions. We are also under various state and other foreign income tax examinations. We believe that adequate amounts have been reserved in these jurisdictions. To the extent we have tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the federal, state or foreign tax authorities to the extent utilized in a future period. As of December 31, 2021, the open tax years for our major tax jurisdictions are as follows: Jurisdiction Tax Years U.S. Federal 2011 - 2021 U.S. States 2004 - 2021 Brazil 2016 - 2021 Netherlands 2018 - 2021 Australia 2017 - 2021 As of December 31, 2021, the amount of accumulated foreign earnings of certain foreign subsidiaries that we intend to indefinitely reinvest is not material. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Note 13 – Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding for the periods presented. Diluted net income (loss) per share is computed by giving effect to all potential weighted average dilutive common stock. The dilutive effect of outstanding awards and convertible securities is reflected in diluted net income (loss) per share by application of the treasury stock method or if-converted method, as applicable. We take into account the effect on consolidated net income (loss) per share of dilutive securities of entities in which we hold equity interests that are accounted for using the equity method. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in millions, except share amounts which are reflected in thousands, and per share amounts): Year Ended December 31, 2019 2020 2021 Basic net loss per share: Numerator Net loss including non-controlling interests $ (8,512) $ (6,788) $ (570) Add: net loss attributable to non-controlling interests, net of tax (6) (20) (74) Net loss attributable to common stockholders $ (8,506) $ (6,768) $ (496) Denominator Basic weighted-average common stock outstanding 1,248,353 1,752,960 1,892,546 Basic net loss per share attributable to common stockholders (1) $ (6.81) $ (3.86) $ (0.26) Diluted net loss per share: Numerator Net loss attributable to common stockholders $ (8,506) $ (6,768) $ (496) Net loss attributable to Freight Holding convertible common shares non-controlling interest, net of tax — — (44) Diluted net loss attributable to common stockholders $ (8,506) $ (6,768) $ (540) Denominator Number of shares used in basic net loss per share computation 1,248,353 1,752,960 1,892,546 Weighted-average effect of potentially dilutive securities: Assumed redemption of Freight Holding convertible common shares, non-controlling interest — — 2,973 Diluted weighted-average common stock outstanding 1,248,353 1,752,960 1,895,519 Diluted net loss per share attributable to common stockholders (1) $ (6.81) $ (3.86) $ (0.29) (1) Per share amounts are calculated using unrounded numbers and therefore may not recalculate. Effective January 1, 2021, we early adopted ASU 2020-06 using the modified retrospective approach. Upon adoption, we use the if-converted method and presume share settlement for our 2025 Convertible Notes and our non-interest bearing unsecured convertible notes related to the acquisition of Careem (“Careem Notes”) when calculating the dilutive effect of these notes. The following potentially dilutive outstanding securities were excluded from the computation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands): Year Ended December 31, 2019 2020 2021 Freight Holding contingently redeemable preferred stock — 14,339 10,070 Convertible notes — 28,407 21,740 RSUs 85,058 83,736 71,461 Stock options 34,800 28,734 24,253 Common stock subject to repurchase 210 28 4,153 RSUs to settle fixed monetary awards 283 49 — Shares committed under ESPP 5,490 2,451 3,226 Warrants to purchase common stock 123 126 73 Total 125,964 157,870 134,976 |
Segment Information and Geograp
Segment Information and Geographic Information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information and Geographic Information | Note 14 - Segment Information and Geographic Information We determine our operating segments based on how the chief operating decision maker (“CODM”) manages the business, allocates resources, makes operating decisions and evaluates operating performance. During the second quarter of 2020, we changed the name of the Rides segment to Mobility and the name of the Eats segment to Delivery. In addition, during the second quarter of 2020, we completed the divestiture of our JUMP business (the “JUMP Divestiture”), which comprised substantially all of the operations of our Other Bets reportable segment. Subsequent to the JUMP Divestiture, the Other Bets segment no longer exists and the continuing activities previously included in the Other Bets segment are immaterial for all periods presented. Certain of these other continuing business activities were migrated to our Mobility segment, whose prior period results were not restated because such business activities were immaterial. The other business activities that were not migrated represent an “all other category separate from other reconciling items” and are presented within the All Other caption. The historical results of the former Other Bets segment are included within the All Other caption. Refer to Note 19 – Divestitures for further information regarding the JUMP Divestiture. In January 2021, we sold our ATG Business to Aurora. Our ATG Business was included in the ATG and Other Technology Programs segment prior to this transaction. As a result of the sale, ATG and Other Technology Programs segment was no longer a reportable segment. Beginning in the first quarter of 2021, results of ATG and Other Technology Programs are included within All Other. Refer to Note 19 – Divestitures for further information regarding the sale of our ATG Business. As of December 31, 2021, our three operating and reportable segments are as follows: Segment Description Mobility Mobility products connect consumers with Drivers who provide rides in a variety of vehicles, such as cars, auto rickshaws, motorbikes, minibuses, or taxis. Mobility also includes activity related to our Financial Partnerships and Transit offerings. Delivery Delivery offerings allow consumers to search for and discover local restaurants, order a meal, and either pick-up at the restaurant or have the meal delivered. In certain markets, Delivery also includes offerings for grocery, alcohol and convenience store delivery as well as select other goods. Freight Freight connects carriers with shippers on our platform, and gives carriers upfront, transparent pricing and the ability to book a shipment. Freight also includes transportation management and other logistics services offerings. For information about how our reportable segments derive revenue, refer to Note 2 – Revenue. Our segment operating performance measure is segment adjusted EBITDA. The CODM does not evaluate operating segments using asset information and, accordingly, we do not report asset information by segment. Segment adjusted EBITDA is defined as revenue less the following expenses: cost of revenue, operations and support, sales and marketing, and general and administrative and research and development expenses associated with our segments. Segment adjusted EBITDA also excludes non-cash items or items that management does not believe are reflective of our ongoing core operations (as shown in the table below). The following table provides information about our segments and a reconciliation of the total segment adjusted EBITDA to loss from operations (in millions): Year Ended December 31, 2019 2020 2021 Segment adjusted EBITDA: Mobility $ 2,071 $ 1,169 $ 1,596 Delivery (1,372) (873) (348) Freight (217) (227) (130) All Other (1) (750) (461) (11) Total segment adjusted EBITDA (268) (392) 1,107 Reconciling items: Corporate G&A and Platform R&D (2), (3) (2,457) (2,136) (1,881) Depreciation and amortization (472) (575) (902) Stock-based compensation expense (4,596) (827) (1,168) Legal, tax, and regulatory reserve changes and settlements (353) 35 (526) Driver appreciation award (299) — — Payroll tax on IPO stock-based compensation (86) — — Goodwill and asset impairments/loss on sale of assets (8) (317) (157) Acquisition, financing and divestitures related expenses — (86) (102) Accelerated lease costs related to cease-use of ROU assets — (102) (5) COVID-19 response initiatives — (106) (54) Gain on lease arrangement, net — 5 — Restructuring and related charges, net (57) (362) — Legacy auto insurance transfer (4) — — (103) Mass arbitration fees — — (43) Loss from operations $ (8,596) $ (4,863) $ (3,834) (1) Includes historical results of ATG and Other Technology Programs and New Mobility. (2) Excluding stock-based compensation expense. (3) Includes costs that are not directly attributable to our reportable segments. Corporate G&A also includes certain shared costs such as finance, accounting, tax, human resources, information technology and legal costs. Platform R&D also includes mapping and payment technologies and support and development of the internal technology infrastructure. Our allocation methodology is periodically evaluated and may change. (4) Refer to Note 1 – Description of Business and Summary of Significant Accounting Policies for further information. Geographic Information Revenue by geography is based on where the trip or shipment was completed or meal delivered. Long-lived assets, net includes property and equipment, net and operating lease right-of-use assets as well as the same asset class included within assets held for sale on the consolidated balance sheets. The following tables set forth revenue and long-lived assets, net by geographic area as of and for the years ended December 31, 2019, 2020 and 2021 (in millions): Year Ended December 31, 2019 2020 2021 United States $ 7,968 $ 6,082 $ 9,058 All other countries 5,032 5,057 8,397 Total Revenue $ 13,000 $ 11,139 $ 17,455 As of December 31, 2020 2021 United States $ 2,940 $ 2,991 All other countries 252 250 Total long-lived assets, net $ 3,192 $ 3,241 Revenue grouped by offerings is included in Note 2 – Revenue. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 15 – Commitments and Contingencies Contingencies From time to time, we are a party to various claims, non-income tax audits and litigation in the normal course of business. As of December 31, 2020 and 2021, we had recorded aggregate liabilities of $1.8 billion and $2.2 billion, respectively, of which $1.3 billion and $1.3 billion relate to non-income tax matters, respectively, in accrued and other current liabilities on the consolidated balance sheets for all of our legal, regulatory and non-income tax matters that were probable and reasonably estimable. We are currently party to various legal and regulatory matters that have arisen in the normal course of business and include, among others, alleged independent contractor misclassification claims, Fair Credit Reporting Act (“FCRA”) claims, alleged background check violations, pricing and advertising claims, unfair competition claims, intellectual property claims, employment discrimination and other employment-related claims, Telephone Consumer Protection Act (“TCPA”) claims, Americans with Disabilities Act (“ADA”) claims, data and privacy claims, securities claims, antitrust claims, challenges to regulations, and other matters. We have existing litigation, including class actions, Private Attorney General Act lawsuits, arbitration claims, and governmental administrative and audit proceedings, asserting claims by or on behalf of Drivers that Drivers are misclassified as independent contractors. In connection with the enactment of California State Assembly Bill 5 (“AB5”), we have received and expect to continue to receive - in California and in other jurisdictions - an increased number of misclassification claims. With respect to our outstanding legal and regulatory matters, based on our current knowledge, we believe that the ultimate amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on our business, financial position, results of operations, or cash flows. The outcome of such legal matters is inherently unpredictable and subject to significant uncertainties. If one or more of these matters were resolved against us for amounts in excess of management's expectations, our results of operations, financial condition or cash flows could be materially adversely affected. Driver Classification California Attorney General Lawsuit In January 2020, AB5 went into effect. AB5 codifies a test to determine whether a worker is an employee under California law. The test is referred to as the “ABC” test, and was originally handed down by the California Supreme Court in Dynamex Operations v. Superior Court in 2018. Under the ABC test, workers performing services for a hiring entity are considered employees unless the hiring entity can demonstrate three things: the worker (A) is free from the hiring entity’s control, (B) performs work that is outside the usual course of the hiring entity’s business, and (C) customarily engages in the independent trade, work or type of business performed for the hiring entity. On May 5, 2020, the California Attorney General, in conjunction with the city attorneys for San Francisco, Los Angeles and San Diego, filed a complaint in San Francisco Superior Court against Uber and Lyft, Inc. (“Lyft”). The complaint alleges drivers are misclassified, and seeks an injunction and monetary damages related to the alleged competitive advantage caused by the alleged misclassification of drivers. On August 10, 2020, the Court issued a preliminary injunction order, prohibiting us from classifying drivers as independent contractors and from violating various wage and hour laws. The injunction was stayed pending appeal. On October 22, 2020, the Court of Appeal affirmed the lower court’s ruling, and we filed a petition for review of the decision with the California Supreme Court. The petition was based upon the passage of Proposition 22 by California voters in November 2020, and requested that the Court of Appeal opinion be vacated because AB5’s application to Uber was superseded by Proposition 22. Proposition 22 was a state ballot initiative that provides a framework for drivers that use platforms like ours to qualify as independent workers. As a result of the passage of Proposition 22, Drivers are able to maintain their status as independent contractors under California law, and we and our competitors are required to comply with the provisions of Proposition 22. Proposition 22 went into effect on December 16, 2020. The California Supreme Court declined the petition for review on February 10, 2021. The lawsuit was returned to the trial court following the appellate proceedings on February 22, 2021. On April 12, 2021, the California Attorney General, Uber and Lyft filed a stipulation to dissolve the preliminary injunction with the trial court. On April 16, 2021, the trial court signed an order granting the stipulation. Although the preliminary injunction has been dissolved, the lawsuit remains ongoing relating to claims by the California Attorney General for periods prior to enactment of Proposition 22. We have petitioned to stay this matter pending coordination with other California employment related matters, which was granted and a coordination judge was assigned. We intend to continue to vigorously defend ourselves. Our chances of success on the merits are still uncertain and any reasonably possible loss or range of loss cannot be estimated. In addition, in January 2021, a petition was filed with the California Supreme Court by several drivers and a labor union alleging that Proposition 22 is unconstitutional, which was denied. The same drivers and labor union have since filed a similar challenge in California Superior Court, and in August 2021, the Alameda County Superior Court ruled that Proposition 22 is unconstitutional. On September 21, 2021, the State of California filed an appeal of that decision with the California Court of Appeal, and the Protect App-Based Drivers and Services organization has also filed an appeal. Massachusetts Attorney General Lawsuit On July 9, 2020, the Massachusetts Attorney General filed a complaint in Suffolk County Superior Court against Uber and Lyft. The complaint alleges Drivers are employees, and are entitled to protections under the wage and labor laws. The complaint was served on July 20, 2020 and Uber filed a motion to dismiss the complaint on September 24, 2020, which was denied on March 25, 2021. A summary judgment motion was filed in September 2021, and we filed a motion in which we argue that the motion is premature. The court granted our motion to defer the summary judgment motion on January 12, 2022. Our chances of success on the merits are still uncertain and any reasonably possible loss or range of loss cannot be estimated. Swiss Social Security Reclassification Several Swiss administrative bodies have issued decisions in which they classify Drivers as employees of Uber Switzerland, Rasier Operations B.V. or of Uber B.V. for social security or regulatory purposes. We are challenging each of them before the Social Security and Administrative Tribunals. In April 2021, a ruling was made that Uber Switzerland could not be held liable for social security contributions. The litigations with regards to Uber B.V. and Raiser Operations B.V. are still pending for years 2014 to 2019. In January 2022, the Social Security Tribunal of Zurich reclassified drivers who have used the App in 2014 as dependent workers of Uber BV and Rasier Operations BV from a social security standpoint, but this ruling has been appealed before the Federal Tribunal and has no impact on our current operations. The ultimate resolution of the social security matters for the other two entities is uncertain and the amount accrued for this matter is recorded within accrued and other current liabilities on the consolidated balance sheets. Aslam, Farrar, Hoy and Mithu v. Uber B.V., Uber Britannia Ltd. and Uber London Ltd. On October 28, 2015, a claim by 25 Drivers, including Mr. Y. Aslam and Mr. J. Farrar, was brought in the UK Employment Tribunal against us asserting that they should be classified as “workers” (a separate category between independent contractors and employees) in the UK rather than independent contractors. The tribunal ruled on October 28, 2016 that Drivers were workers whenever our App is switched on and they are ready and able to take trips based on an assessment of the App in July 2016. The Court of Appeal rejected our appeal in a majority decision on December 19, 2018. We appealed to the Supreme Court and a hearing at the Supreme Court took place in July 2020. On February 19, 2021, the Supreme Court of the UK upheld the tribunal ruling that the Drivers using the App in 2016 were workers for UK employment law purposes. Damages include back pay including holiday pay and minimum wage, which will be assessed and quantified at a future hearing in July 2022. On March 16, 2021, we announced that more than 70,000 Mobility drivers in the UK will be treated as workers, earning at least the National Living Wage when driving with Uber. They will also be paid for holiday time and all those eligible will be automatically enrolled into a pension plan. We have also completed a settlement process with drivers in the UK to proactively resolve historical claims relating to their classification under UK law. Our portal for drivers to register for a settlement of historical holiday pay and national minimum wage liabilities closed on July 22, 2021 and we have extended offers to all drivers eligible for settlement who are not already represented by an attorney and have made payments to the drivers who accepted our offers. Compensation hearings will take place in 2022 for claimants who have not settled their historic claims, where the tribunal will assess our position on the correct approach to working time, expenses, and holiday pay. On June 23, 2021, we received a compliance notice from the UK pension regulator to facilitate our auto-enrollment implementation. We have completed the enrollment of eligible drivers in the UK into a pension plan. While the ultimate resolution of these matters is uncertain, we have recorded an accrual for these matters within accrued and other current liabilities on the consolidated balance sheets as of December 31, 2021. Other Driver Classification Matters Additionally, we have received other lawsuits and governmental inquiries in other jurisdictions, and anticipate future claims, lawsuits, arbitration proceedings, administrative actions, and government investigations and audits challenging our classification of Drivers as independent contractors and not employees. We believe that our current and historical approach to classification is supported by the law and intend to continue to defend ourselves vigorously in these matters. However, the results of litigation and arbitration are inherently unpredictable and legal proceedings related to these claims, individually or in the aggregate, could have a material impact on our business, financial condition, results of operations and cash flows. Regardless of the outcome, litigation and arbitration of these matters can have an adverse impact on us because of defense and settlement costs individually and in the aggregate, diversion of management resources and other factors. State Unemployment Taxes In 2018, the New Jersey Department of Labor (“NJDOL”) opened an audit reviewing whether Drivers were independent contractors or employees for purposes of determining whether unemployment insurance regulations apply from 2014 through 2018. The NJDOL made an assessment on November 12, 2019, against both Rasier and Uber. Both assessments were calculated through November 15, 2019, but only calculated the alleged contributions, penalties, and interests owed from 2014 through 2018. The NJDOL has provided several assessments from February through October 2021. We have submitted payment for the principal revised amount of the assessment and are engaged in ongoing discussions with the NJDOL about the assessments. While the ultimate resolution of this matter is uncertain, we recorded for this matter within accrued and other current liabilities on the consolidated balance sheet as of December 31, 2021. Google v. Levandowski & Ron; Google v. Levandowski On October 28, 2016, Google filed arbitration demands against each of Anthony Levandowski and Lior Ron, former employees of Google, alleging breach of their respective employment agreements with Google, fraud and other state law violations (due to soliciting Google employees and starting a new venture to compete with Google’s business in contravention of their respective employment agreements). Google sought damages, injunctive relief, and restitution. On March 26, 2019, following a hearing, the arbitration panel issued an interim award, finding against each of Google’s former employees and awarding $127 million against Anthony Levandowski and $1 million for which both Anthony Levandowski and Lior Ron are jointly and severally liable. In July 2019, Google submitted its request for interest, attorneys fees, and costs related to these claims. The Panel’s Final Award was issued on December 6, 2019. On February 7, 2020, Ron and Google entered into a settlement agreement and mutual release to satisfy the corrected final award in the amount of approximately $10 million. Uber paid Google on behalf of Ron pursuant to an indemnification obligation. A dispute continues to exist with regard to Uber’s alleged indemnification obligation to Levandowski. Whether Uber is ultimately responsible for indemnification of Levandowski depends on the exceptions and conditions set forth in the indemnification agreement. In March 2020, Levandowski pleaded guilty to criminal trade secret charges and filed for bankruptcy. Former President Trump pardoned Levandowski from the trade secret conviction. Uber filed a proof of claim in the bankruptcy court, and Levandowski additionally asserted a claim against Uber alleging that Uber failed to perform its obligations under an agreement with Otto Trucking, LLC. For these claims, Uber and Levandowski reached a confidential settlement in principle that is scheduled for an approval hearing with the court on March 3, 2022. While the ultimate resolution of this matter is uncertain, we have recorded for this matter within accrued and other current liabilities on the consolidated balance sheet as of December 31, 2021. Non-Income Tax Matters We recorded an estimated liability for contingencies related to non-income tax matters and are under audit by various domestic and foreign tax authorities with regard to such matters. The subject matter of these contingent liabilities and non-income tax audits primarily arises from our transactions with Drivers, as well as the tax treatment of certain employee benefits and related employment taxes. In jurisdictions with disputes connected to transactions with Drivers, disputes involve the applicability of transactional taxes (such as sales, value added and similar taxes) to services provided, as well as the applicability of withholding tax on payments made to such Drivers. We are involved in a proceeding in the UK involving HMRC, the tax regulator in the UK, which is seeking to classify us as a transportation provider. Being classified as a transportation provider would result in a VAT (20%) on Gross Bookings or on the service fee that we charge Drivers, both retroactively and prospectively. HMRC is considering a number of factors including our contractual Driver, Rider and intercompany arrangements, and HMRC is also expected to consider the U.K. Supreme Court’s February 19, 2021 ruling on Drivers’ worker classification, in determining whether we should be classified as a provider of transportation services. HMRC may update its assessment, which we would then review and discuss with HMRC. If we do not reach a satisfactory resolution after exhausting HMRC’s review and appeals process, we would still be able to argue our case anew in the U.K. Tax Court, which may require the up-front payment to the Tax Court (“pay-to-play”) of any final HMRC assessment to be held in escrow. We continue to believe that we have meritorious defense in these proceedings. Our estimated liability is inherently subjective due to the complexity and uncertainty of these matters and the judicial processes in certain jurisdictions, therefore, the final outcome could be different from the estimated liability recorded. Other Legal and Regulatory Matters We have been subject to various government inquiries and investigations surrounding the legality of certain of our business practices, compliance with antitrust, Foreign Corrupt Practices Act and other global regulatory requirements, labor laws, securities laws, data protection and privacy laws, consumer protection laws, environmental laws, and the infringement of certain intellectual property rights. We have investigated many of these matters and we are implementing a number of recommendations to our managerial, operational and compliance practices, as well as strengthening our overall governance structure. In many cases, we are unable to predict the outcomes and implications of these inquiries and investigations on our business which could be time consuming, costly to investigate and require significant management attention. Furthermore, the outcome of these inquiries and investigations could negatively impact our business, reputation, financial condition and operating results, including possible fines and penalties and requiring changes to operational activities and procedures. Indemnifications In the ordinary course of business, we often include standard indemnification provisions in our arrangements with third parties. Pursuant to these provisions, we may be obligated to indemnify such parties for losses or claims suffered or incurred in connection with their activities or non-compliance with certain representations and warranties made by us. In addition, we have entered into indemnification agreements with our officers, directors, and certain current and former employees, and our certificate of incorporation and bylaws contain certain indemnification obligations. It is not possible to determine the maximum potential loss under these indemnification provisions / obligations because of the unique facts and circumstances involved in each particular situation. |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Variable Interest Entities | Note 16 – Variable Interest Entities VIEs are legal entities that lack sufficient equity to finance their activities without future subordinated financial support. Consolidated VIEs We consolidate VIEs in which we hold a variable interest and are the primary beneficiary. We are the primary beneficiary because we have the power to direct the activities that most significantly impact the economic performance of these VIEs. As a result, we consolidate the assets and liabilities of these consolidated VIEs. Total assets included on the consolidated balance sheets for our consolidated VIEs as of December 31, 2020 and 2021 were $1.2 billion and $3.9 billion, respectively. Total liabilities included on the consolidated balance sheets for these VIEs as of December 31, 2020 were not material and $1.0 billion as of December 31, 2021. Freight Holding In July 2018, we created a new majority-owned subsidiary, Uber Freight Holding Corporation (“Freight Holding”). The purpose of Freight Holding is to perform the business activities of the Freight operating segment. The Freight Holding stock held by us was determined to be a variable interest. In October 2020, Freight Holding entered into a Series A preferred stock purchase agreement (“2020 Freight Series A Preferred Stock Purchase Agreement”) with outside investor (“2020 Freight Series A Investor”) to sell shares of Series A Preferred Stock (“Freight Series A”). In July 2021, we entered into a Freight Series A preferred stock purchase agreement and sold shares of Freight Series A to The Public Investment Fund, which is an investor in Uber. In November 2021, Freight Holding entered into a series A-1 stock purchase agreement (“2021 Series A-1 Preferred Stock Purchase Agreement”) with outside investors (“Freight Series A-1 Investors”) to sell shares of Series A-1 convertible preferred stock of Freight Holding (“Freight Series A-1”). Neither the Freight Series A or Freight Series A-1 investments changed the conclusion that Freight Holding is a consolidated VIE. As of December 31, 2020 and 2021, we continue to own the majority of the issued and outstanding capital stock of Freight Holding and report non-controlling interest as further described in Note 17 – Non-Controlling Interests. Divestiture of ATG Business and Aurora Investments In April 2019, we contributed certain of our subsidiaries and certain assets and liabilities related to our autonomous vehicle technologies (excluding liabilities arising from certain indemnification obligations related to the Levandowski arbitration and any remediation costs associated with certain obligations that may arise as a result of the Waymo settlement) to Apparate in exchange for common units representing 100% ownership interest in Apparate. Subsequent to the formation of Apparate, Apparate entered into a Class A Preferred Unit Purchase Agreement (“Preferred Unit Purchase Agreement”) with SVF Yellow (USA) Corporation (“SoftBank”), Toyota Motor North America, Inc. (“Toyota”), and DENSO International America, Inc. (“DENSO”). Preferred units were issued in July 2019 to SoftBank, Toyota, and DENSO and provided the investors with an aggregate 13.8% initial ownership interest in Apparate on an as-converted basis. The common units held by us in Apparate were determined to be a variable interest. The purpose of Apparate was to develop and commercialize autonomous vehicle and ridesharing technologies and Apparate’s results were part of All Other (formerly our ATG and Other Technology Programs segment, refer to Note 14 - Segment Information and Geographic Information for further information). As of December 31, 2020, we consolidated the ATG Business’ assets and liabilities and reported non-controlling interests. On January 19, 2021, we completed the sale of the ATG Business to Aurora. Refer to the section titled “Unconsolidated VIEs” below for additional information on Aurora. Refer to Note 19 – Divestitures for further information on the sale of the ATG Business. Careem Qatar and Morocco On January 2, 2020, we completed the acquisition of substantially all of the assets of Careem and certain of its subsidiaries pursuant to an asset purchase agreement (the “Asset Purchase Agreement”) in countries where regulatory approval was obtained or which did not require regulatory approval. The assets and operations in Qatar and Morocco (collectively “Non-Transferred Countries”) had not yet been transferred to us as of December 31, 2020. The purpose of the Careem Qatar and Morocco’s operations is to provide primarily ridesharing services in each respective country. Although the assets and operations of the Non-Transferred Countries were not transferred as of December 31, 2020, we had rights to all residual interests in the entities comprising the Non-Transferred Countries which was considered a variable interest. We were exposed to losses and residual returns of the entities comprising the Non-Transferred Countries through the right to all of the proceeds from either the divestiture or the eventual legal transfer upon regulatory approval of the entities comprising the Non-Transferred Countries. We controlled Intellectual Properties (“IP”) which are significant for the business of Non-Transferred Countries and sub-license those IP to the Non-Transferred Countries. Each entity that comprised the Non-Transferred Countries met the definition of a VIE and we were the primary beneficiary of each of the entities comprising the Non-Transferred Countries. As a result, we consolidated the entities comprising the Non-Transferred Countries as of December 31, 2020. On September 21, 2021, ownership of Careem’s operations in Morocco was fully transferred to us. Transfer of the assets and operations of Careem Qatar will be subject to a delayed closing pending timing of regulatory approval. We have rights to all residual interests in the Careem Qatar entity which is considered a variable interest. We are exposed to losses and residual returns of the Careem Qatar entity through the right to all of the proceeds from either the divestiture or the eventual legal transfer, upon regulatory approval, of the Careem Qatar entity. As a result, we consolidated Careem Qatar as of December 31, 2021. Unconsolidated VIEs We do not consolidate VIEs in which we hold a variable interest but are not the primary beneficiary because we lack the power to direct the activities that most significantly impact the entities’ economic performance. Our carrying amount of assets recognized on the consolidated balance sheets related to unconsolidated VIEs were $308 million and $598 million as of December 31, 2020 and 2021, respectively, and represents our maximum exposure to loss associated with the unconsolidated VIEs. Zomato Zomato is incorporated in Indi a with the purposes of providing food delivery services. On January 21, 2020, we acquired compulsorily convertible cumulative preference shares (“CCPS Preferred Shares”) of Zomato valued at $171 million in exchange for Uber’s food delivery operations in India (“Uber Eats India”), and a note receivable valued at $35 million for reimbursement of goods and services tax. As of December 31, 2020, our investment in the CCPS Preferred Shares of Zomato represented 9.99% of the voting capital upon conversion to ordinary shares. Zomato was a VIE as it lacked sufficient equity to finance its activities without future subordinated financial support. We were exposed to Zomato’s economic risks and rewards through our investment and note receivable which represent variable interests, and the carrying values of these variable interests reflect our maximum exposure to loss. However, we were not the primary beneficiary because neither the investment in CCPS Preferred Shares nor the note receivable provide us with the power to direct the activities that most significantly impact Zomato’s economic performance. Refer to Note 19 – Divestitures for further information regarding Zomato and the divestiture of Uber Eats India. During the second quarter of 2021, the outstanding note receivable was paid. During the third quarter of 2021, we determined Zomato is no longer a VIE as it is sufficiently capitalized as a result of its IPO in India during July 2021. Refer to Note 3 – Investments and Fair Value Measurement for further information. Lime On May 7, 2020, we entered into the JUMP Divestiture and received the 2020 Lime Investments. Refer to Note 19 – Divestitures for further information on the JUMP Divestiture and the 2020 Lime Investments. We are exposed to Lime’s economic risks and rewards through our ownership of the 2020 Lime Investments, which represent variable interests. Cornershop: CS-Mexico As of December 31, 2020, Cornershop Cayman’s (“Cornershop”) business operations in Mexico (“CS-Mexico”) were determined to be a variable interest. We were exposed to CS-Mexico’s economic risks and rewards through: the CS-Mexico Put/Call; an immaterial unsecured note; the contractual rights to 35% of contingent sale proceeds from CS-Mexico under certain conditions; and a market-based fee related to the transition services agreement, all of which represented variable interests held by Uber. However, we were not the primary beneficiary and we did not consolidate CS-Mexico. In December 2020, we received approval from Mexico’s antitrust regulator to complete the CS-Mexico transaction. On January 11, 2021, Cornershop Global (“CS-Global”), an entity which held all of Cornershop business operations, except for those in Mexico, exercised a call option and acquired 100% of the outstanding equity interest in CS-Mexico. We owned 55% of CS-Mexico through our ownership in CS-Global. The acquisition of CS-Mexico by CS-Global triggered a reconsideration event and we reevaluated if CS-Mexico still met the definition of a VIE. As of December 31, 2021, we determined that CS-Mexico was no longer a VIE when it was acquired by CS-Global, which has sufficient equity to operate without the need for subordinated financial support. Refer to Note 18 – Business Combinations for further information. Aurora In January 2021, we sold our ATG Business to Aurora. After the sale, we hold equity interests in Aurora through our Aurora Investments. As of December 31, 2021, our Aurora Investments had a fair value of $3.4 billion within investments on the consolidated balance sheet. Refer Note 3 – Investments and Fair Value Measurement for additional information regarding the accounting for our Aurora Investments and Note 19 – Divestitures for additional information regarding the sale of our ATG Business. After the sale in January 2021, we initially determined Aurora was a VIE as it lacked sufficient equity to finance its activities without future subordinated financial support. We were exposed to Aurora’s economic risks and rewards through our equity interests, which represented variable interests. On November 3, 2021, Aurora completed its planned SPAC merger with Reinvent Technology Partners Y, making Aurora a publicly traded company post combination, which triggered a reconsideration event. We reevaluated if Aurora still met the definition of a VIE and determined that Aurora was no longer a VIE when it completed its SPAC merger given it had sufficient equity to operate without the need for subordinated financial support. Moove On February 12, 2021 (the “Moove Closing Date”), we entered into and completed a series of agreements with Garment Investments S.L. dba Moove (“Moove”), a vehicle fleet operator in Spain, including (i) an equity investment, through preferred shares, in which Uber acquired a 30% minority interest in Moove from its current shareholders at closing and up to approximately $185 million contingent on future performance of Moove and certain other conditions through the eighth anniversary of the agreement, (ii) a term loan of $213 million to Moove, due February 2026, and (iii) a commercial partnership agreement. Also included in the agreements is an option for us to purchase common stock of Moove at fair value, beginning two years after the Moove Close Date. After this series of agreements, Moove is considered a related party. Our equity investment in Moove, through preferred shares, is accounted for as an investment in non-marketable equity securities included in investments on the consolidated balance sheet. The term loan, $204 million as of December 31, 2021, is accounted for as a loan receivable, carried at amortized cost, and included in other assets on the consolidated balance sheet. Refer to Note 3 – Investments and Fair Value Measurement, Assets Measured at Fair Value on a Non-Recurring Basis, for additional information regarding our non-marketable equity securities. Moove is a VIE as it lacks sufficient equity to finance its activities without future subordinated financial support. We are exposed to Moove’s economic risks and rewards through our equity investment, the term loan and commercial partnership agreement, which represent variable interests. |
Non-Controlling Interests
Non-Controlling Interests | 12 Months Ended |
Dec. 31, 2021 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Note 17 – Non-Controlling Interests We have several consolidated subsidiaries that have issued common stock and preferred stock or preferred units to third party investors, representing non-controlling interests. As of December 31, 2020 and 2021, the amounts of non-controlling interests represented by subsidiaries’ preferred units and preferred stock were $1.3 billion and $1.0 billion, respectively. ATG Investment: Preferred Unit Purchase Agreement In July 2019, we closed a Preferred Unit Purchase Agreement with SoftBank, Toyota, and DENSO (collectively “the Investors”) for purchase by the Investors of Class A Preferred Units (“Preferred Units”) in Apparate. Apparate, a subsidiary of ours, issued 1.0 million Preferred Units at $1,000 per unit to the Investors for an aggregate consideration of $1.0 billion ($400 million from Toyota, $333 million from SoftBank, and $267 million from DENSO). As of December 31, 2020, the Preferred Units represented an aggregate 14.2% ownership interest in Apparate on an as-converted basis. As of December 31, 2020, we retained the remaining 85.8% ownership interest. SoftBank and Toyota are our existing inv estors. At the option of the Investors, the Preferred Units are convertible into common units of Apparate, initially on a one-for-one basis but subject to potential adjustment, as defined by the Preferred Unit Purchase Agreement at any time. The Preferred Units are entitled to certain distributions, including primarily dividends which are payable in cash or in-kind (at Apparate's discretion), and accrue quarterly, compounded on the last day of each quarter at a 4.5% annual rate. The Preferred Units are entitled to distributions upon the occurrence of a sale or liquidation of Apparate representing an amount that is equal to the greater of (i) the original investment plus any accrued but unpaid amounts, and (ii) their share of distributions assuming conversion to common units of Apparate immediately prior to the sale or liquidation event. The quarterly dividend, along with any attributed prorated share of Apparate’s net income (if applicable), are included in net income (loss) attributable to non-controlling interests, net of tax in our consolidated statements of operations. The Preferred Units do not participate in net losses due to a liquidation preference. SoftBank’s Preferred Units Beginning on July 2, 2026, SoftBank has the option to put to us all, but not less than all, of its initial investment in Preferred Units at a price equal to the number of SoftBank’s Preferred Units multiplied by the greater of (i) the original investment plus any accrued but unpaid amounts per unit and (ii) the fair value of the Preferred Units at the time of conversion (the “Put/Call Price”). Beginning on July 2, 2026, we can call all, but not less than all, of the Preferred Units held by SoftBank at the Put/Call Price. We have the option to settle all, or a portion of, the Put/Call Price with its common stock and any remainder will be satisfied in cash. The put and call were determined to be embedded features within the SoftBank Preferred Units since they are not separately exercisable or legally detached from the SoftBank Preferred Units. As of December 31, 2020, the SoftBank Preferred Units were classified as redeemable non-controlling interests in our consolidated financial statements and reported at the Put/Call Price which was determined as of the balance sheet date. The initial fair value of SoftBank’s Preferred Units was determined based on a hybrid method with the option pricing model as the primary methodology. This method used Level 3 fair value measurement inputs as well as an assumed equal probability of the occurrence of a liquidation or exit event. The significant unobservable inputs used in the initial fair value measurement include: volatility of 42%, time to liquidity of 5 years, and a discount for lack of marketability of 17%. A market approach was also used to corroborate the valuation derived from the hybrid method at issuance to evidence that the issuance price of the Preferred Units approximated their fair value. There was no fair value adjustment to SoftBank’s redeemable non-controlling interests during the year ended December 31, 2020. Toyota and DENSO’s Preferred Units As of December 31, 2020, the Toyota and DENSO Preferred Units were classified as non-redeemable non-controlling interests as these units were not subject to any mandatory redemption rights or redemption rights that are outside our control . ATG Collaboration Agreement with Apparate, Toyota and DENSO In conjunction with the Preferred Unit Purchase Agreement discussed above, we entered into a three-year joint collaboration agreement among Toyota, DENSO, and Apparate to develop next-generation self-driving technology (the “ATG Collaboration Agreement”), which became effective as of the closing of the Preferred Unit Purchase Agreement in July 2019. Pursuant to the ATG Collaboration Agreement, Toyota would make cash payments to Apparate up to an aggregate of $300 million, payable in six semi-annual installments during the three-year term of the ATG Collaboration Agreement. The cash payments for each six-month period were contingent upon the mutual agreement between the parties on the development activities and milestones to be achieved in the next six months and the continuation of the ATG Collaboration Agreement. The ATG Collaboration Agreement was within the scope of ASC 808, Collaborative Arrangements. The development activities were considered ongoing and central to the activities of ATG. As a result, the amounts received from Toyota were recognized as collaboration revenue in the All other segment (formerly ATG and Other Technology Programs) ratably over the respective six-month service period to which each payment relates, as the related development activities are performed. During the years ended December 31, 2019 and 2020, we recognized $42 million and $100 million, respectively, as revenue under the ATG Collaboration Agreement. Divestiture of ATG Business to Aurora On January 19, 2021, we completed the previously announced sale of our ATG Business to Aurora. As a result, our controlling interest and the non-controlling interests in the ATG Business were settled and ownership of the ATG Business transferred to Aurora. We derecognized the carrying value of non-controlling interests in the ATG Business of $1.1 billion, which included Toyota and DENSO non-redeemable non-controlling interests of $701 million and Softbank’s redeemable non-controlling interests of $356 million. Refer to Note 19 – Divestitures for further information. Freight Holding As of December 31, 2020 and 2021, we owned 85% and 78%, respectively, of the issued and outstanding capital stock of our subsidiary Freight Holding, or 79% and 75%, respectively, on a fully-diluted basis if all common shares reserved for issuance under our Freight Holding employee incentive plan were issued and outstanding. As of December 31, 2020 and 2021, under the Freight Holding incentive plan, a total number of 99.8 million shares of Freight Holding are reserved. As of December 31, 2020 and 2021, 83.8 million and 85.0 million shares, respectively, were available for grant and issuance. The redeemable non-controlling interest of Freight Holding is not accreted to redemption value because it is currently not probable that the non-controlling interest will become redeemable. Holders of Common Stock of Freight Holding The minority common stockholders of our subsidiary Freight Holding, including any holders of common equity awards issued under the employee equity incentive plans and employees who hold fully vested shares, have put rights to sell certain of their equity interests at fair value to us at specified periods of time that terminates upon the earliest of the closing of a liquidation transaction or an IPO of the subsidiary. Should the put rights be exercised, they can be satisfied in either cash, Uber stock, or a combination of cash and Uber stock based upon our election. As of December 31, 2020 and 2021, the minority common stockholders ownership in Freight Holding is classified as a redeemable non-controlling interest, because it is redeemable on an event that is not solely in our control. We attribute the pro rata share of the Freight Holding’s net income or loss available to holders of common stock to the redeemable non-controlling interests generated from common shares of Freight Holding based on the outstanding ownership of the minority shareholders of common shares during the period. Freight Series A Preferred Stock In October 2020, Freight Holding entered into a 2020 Freight Series A Preferred Stock Purchase Agreement with a 2020 Freight Series A Investor. Pursuant to the 2020 Freight Series A Preferred Stock Purchase Agreement, the 2020 Freight Series A Investor agreed to invest an aggregate of $500 million in Freight Holding, which will occur over a number of closings, subject to customary closing conditions. On October 6, 2020, the initial closing occurred pursuant to the 2020 Freight Series A Preferred Stock Purchase Agreement and 2020 Freight Series A Investor invested $250 million in exchange for 124.7 million shares of Freight Series A preferred stock, representing approximately 8% ownership interest on a fully diluted basis. The 2020 Freight Series A Investor has the option to purchase additional shares in tranches of at least $50 million at a time at the initial purchase price for two years following initial closing up to an additional aggregate $250 million. This right to continue to invest at the initial price over two years is a forward obligation classified as a liability measured at fair value which was initially valued using a two-year discount rate and is immaterial. We will maintain majority ownership of the issued and outstanding capital stock of Freight Holding following such additional investment. Upon the passage of two years from initial close, the 2020 Freight Series A Investor must purchase and Freight Holding must issue any remaining unissued additional shares at the purchase price. The 2020 Freight Series A Investor holds two seats on the Freight Holding board of directors as of December 31, 2021. We do not attribute the pro rata share of the Freight Holding’s loss to the redeemable non-controlling interests in Series A Preferred shares of Freight Holding because these shares are entitled to a liquidation preference and therefore do not participate in losses that would cause their interest to be below the liquidation preference. Upon liquidation, these Freight Series A preferred stock are entitled to the greater of either (i) a 1.5x liquidation preference on their initial investment, as well as 6% continuously compounding cumulative dividends that will be paid before any distribution to common shareholders or (ii) the fair value of their investment (the “Freight Series A Liquidation Preference”). The dividend, along with any attributed prorated share of Freight Holding’s net income (if applicable), are included in net income (loss) attributable to non-controlling interests, net of tax in our consolidated statements of operations. The 2020 Freight Series A Investor’s Freight Series A preferred stock may be called by us at our option after the passage of five years at the Freight Series A Liquidation Preference. Beginning after three years, if a series of events occur including Freight Holding not consummating an IPO, 2020 Freight Series A Investor’s Freight Series A preferred stock could become redeemable at the Freight Series A Liquidation Preference upon the passage of five years. Upon redemption, the 2020 Freight Series A Investor’s Freight Series A preferred stock would be settled in either cash or Uber common shares at our option. In July 2021, we entered into a Series A preferred stock purchase agreement and sold shares of Freight Holding's Series A Preferred Stock to The Public Investment Fund, which is an investor in Uber, representing 4% ownership interest on a fully diluted basis at the time of the sale. As of December 31, 2021, the Freight Series A preferred stock held by the Public Investment Fund were classified as non-redeemable non-controlling interests as these shares of preferred stock are not subject to any mandatory redemption rights or redemption rights that are outside our control . Freight Series A-1 Preferred Stock In November 2021, Freight Holding entered into a 2021 Series A-1 Preferred Stock Purchase Agreement with Freight Series A-1 Investors. Pursuant to the 2021 Series A-1 Preferred Stock Purchase Agreement, the Freight Series A-1 Investors agreed to invest an aggregate of $550 million in Freight Holding in exchange for Freight Series A-1 preferred stock. The purchase and sale of the Freight Series A-1 preferred stock took place concurrently with the closing of the Transplace acquisition. Refer to Note 18 – Business Combinations for additional information on the Transplace acquisition. Freight Series A-1 Investors have basic rights and preferences which primarily include: one vote per share; conversion rights to common shares; 6% cumulative dividend preference and liquidation preference (a 1.0x liquidation preference of original issuance price plus cumulative unpaid dividends). The accruing dividends are compounding annually, and are only payable when dividends are declared by Freight Holding’s Board. The dividend, along with any attributed prorated share of Freight Holding’s net income (if applicable), are included in net income (loss) attributable to non-controlling interests, net of tax in our consolidated statement of operations. As of December 31, 2021, the Freight Series A-1 preferred stock held by the Freight Series A-1 Investors were classified as non-redeemable non-controlling interests as t hese shares of preferred stock are not subject to any mandatory redemption rights or redemption rights that are outside our control . Cornershop On July 6, 2020, we closed the acquisition of a 55% controlling ownership interest in CS-Global. Refer to Note 18 – Business Combinations for further information. As of December 31, 2020, the non-controlling interest in CS-Global was classified as redeemable non-controlling interest because it is subject to a put/call agreement which was not solely in our control to exercise. At each balance sheet date, the redeemable non-controlling interest was measured using a discounted cash flow methodology and the carrying value was adjusted if the fair value was higher than the carrying value. The initial fair value, as of the acquisition date of July 6, 2020, was $290 million. There were no fair value adjustments to CS-Global’s redeemable non-controlling interest during the year ended December 31, 2020. As of December 31, 2020, Cornershop’s financial results were consolidated in our consolidated financial statements given our majority ownership interest. On January 11, 2021, CS-Global exercised a call option and acquired 100% of the outstanding equity interest in CS-Mexico, which increased the redeemable non-controlling interest. In August 2021, we acquired the minority shareholders' interests in CS-Global in an all-stock transaction and CS-Global became a wholly-owned subsidiary of ours. We derecognized the carrying value of redeemable non-controlling interests in CS-Global of $1.3 billion. Refer to Note 18 – Business Combinations for further information. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Note 18 – Business Combinations Careem On January 2, 2020, we completed the acquisition of substantially all of the assets of Careem. Dubai-based Careem was founded in 2012, and provides primarily ridesharing and to a lesser extent meal delivery, and payments services to millions of users in cities across the Middle East, North Africa, and Pakistan. The acquisition has been accounted for as a business combination and advances our strategy of having a leading ridesharing category position in every major region of the world in which we operate and effect cost and technology synergies for the rest of Uber’s Mobility business. As of December 31, 2020, ownership of Careem’s operations in Qatar and Morocco had not yet been transferred to us; however the results of operations and net assets were fully consolidated as variable interest entities. On September 21, 2021, ownership of Careem’s operations in Morocco was fully transferred to us. Transfer of the assets and operations of Careem Qatar will be subject to a delayed closing pending timing of regulatory approval. Refer to Note 16 – Variable Interest Entities for further information. The acquisition date fair value of the consideration transferred for Careem was $3.0 billion, which consisted of the following (in millions): Fair Value Cash paid on January 2, 2020 $ 1,326 Non-interest bearing unsecured convertible notes 1,634 Transaction costs paid on January 2, 2020 on behalf of Careem 39 Contingent cash consideration 1 Stock-based compensation awards attributable to pre-combination services 3 Total consideration $ 3,003 The fair value of the Careem Notes was determined as a sum of the discounted cash flow (“DCF”) method (for the present value of the principal amount of the Careem Notes) and the Black-Scholes option pricing model (to value the conversion option). The significant unobservable inputs used in the fair value measurement include discount rates of 5.14% to 5.19% for the principal amount of the Careem Notes and for the conversion option an expected volatility of 42.1% to 44.1%, interest rates of 1.53% to 1.57%, and dividend yield of 0%. We issued the Careem Notes in different tranches with $880 million of the principal amount of the Careem Notes issued on January 2, 2020 and settled in cash on April 1, 2020. Each tranche of the Careem Notes is due and payable 90 days once issued. The holders of the Careem Notes may elect to convert the full outstanding principal balance to Class A common stock at a conversion price of $55 per sha re of Uber Technologies, Inc. at a ny time prior to maturity. The discount from the Careem Notes face value to fair value will be accreted through the respective repayment dates as interest expense. During the year ended December 31, 2021, certain holders of the Careem Notes elected to convert their notes and as a result of such elections, $539 million of the principal amount of the Careem Notes matured, of which $307 million were settled in cash and $232 million were settled in equity. The remaining amount of the Careem Notes is recognized as a commitment to issue unsecured convertible notes at fair value in accrued and other current liabilities of $238 million as of December 31, 2021. The amount of accretion for the years ended December 31, 2020 and 2021 was not material. Careem: Acquisition Date Fair Value The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Current assets $ 43 Goodwill 2,483 Intangible assets 540 Other long-term assets 77 Total assets acquired 3,143 Current liabilities (108) Deferred tax liability (13) Other long-term liabilities (19) Total liabilities assumed (140) Net assets acquired $ 3,003 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill which is not deductible for tax purposes. Goodwill is primarily attributed to the assembled workforce of Careem and anticipated operational synergies. Goodwill was recorded in our Mobility segment. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Rider relationships $ 270 15 Captains network 40 1 Developed technology 110 4 Trade names 120 10 Total $ 540 Rider relationships represent the fair value of the underlying relationships with Careem riders. Captains network represents the fair value of the underlying network with Careem drivers (called “Captains”). Developed technology represents the fair value of Careem’s technology. Trade names relate to the “Careem” trade name, trademarks, and domain names. The overall weighted average useful life of the identified amortizable intangible assets acquired is ten years. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as we believe that these amounts approximate their current fair values. We believe the amounts of purchased intangible assets recorded above represent the fair values of, and approximate the amounts a market participant would pay for, these intangible assets as of January 2, 2020. The Asset Purchase Agreement provides for specific indemnities to us in relation to value added tax obligations and other tax reserves of certain jurisdictions which reflect potential tax liabilities. We recognized $64 million of indemnification assets on the same basis as the tax reserves at January 2, 2020, which is recorded as other assets and other liabilities on our consolidated balance sheet. Settlements of these tax reserves, if any, will be funded by the indemnification asset. The results of the acquired operations were included in our consolidated financial statements from the date of acquisition, January 2, 2020. For the period from January 2, 2020 through December 31, 2020, Careem contributed to a loss before income taxes of $218 million. Revenue for the period from January 2, 2020 through December 31, 2020 were not material. Cornershop In 2019, as a strategic move of entering into grocery delivery market, we agreed to purchase a controlling interest in Cornershop Cayman (“Cornershop”), operating an online grocery delivery platform primarily in Chile and Mexico. During 2019, we made an initial investment of $50 million (the “Initial Cornershop Investment”). The remaining investment was subject to antitrust approval of the countries where Cornershop operates. During the second quarter of 2020, we received regulatory approvals, except for Mexico. As a result, we and Cornershop amended the terms of the agreement in order for Uber to acquire Cornershop’s business operations, except for those in Mexico. Immediately prior to the transaction close, Cornershop was restructured such that the Mexico operations were held in Cornershop Technologies LLC and its wholly owned subsidiary (collectively referred to as “CS-Mexico”), while all of the remaining Cornershop operations were to be held in the newly created CS-Global entity. On July 6, 2020, we acquired 55% controlling interest in CS-Global, an entity which held all of Cornershop’s business operations, except for those in Mexico. This transaction resulted in an Uber direct capital contribution of $200 million, which included the Initial Cornershop Investment and notes receivable, to CS-Global and a payment of $179 million to tendering shareholders, paid in a combination of cash and 2,055,038 shares of our common stock. The Initial Cornershop Investment was remeasured immediately prior to the acquisition of CS-Global, and based on the Cornershop business value and Uber’s pre-acquisition ownership percentage, the new value was not materially different from the previously recognized amount. Thus, the Initial Cornershop Investment was determined at the original $50 million. In exchange for the consideration transferred, we received 15,642,523 Preferred C Membership Interests in CS-Global, representing 55% of the outstanding membership interests. As a result, we obtained the controlling financial interest in CS-Global and accounted for the acquisition as a business combination. Concurrent with the CS-Global acquisition transaction, Uber, Cornershop and CS-Global entered into a put/call arrangement over the non-controlling interest in CS-Global, providing CS-Global with the right through the call option (and obligation through the put option held by Cornershop) to purchase all of the interests in CS-Mexico, contingent upon the receipt of regulatory approval in Mexico (“CS-Mexico Put/Call”). Upon either the exercise of the call option (by CS-Global) or the put option (by Cornershop), CS-Global would acquire 100% of the outstanding equity interests in CS-Mexico. Uber would make a direct capital contribution to CS-Global and a payment to the tendering shareholder, totaling $94 million, in exchange for 55% outstanding equity interest in CS-Mexico. The CS-Mexico Put/Call, which was exercisable in 5 years if there is no IPO or liquidation event, at a future negotiated price, was accounted for separately from the acquisition, and was included in other current assets on the consolidated balance sheet as of December 31, 2020. The acquisition date fair value of the consideration transferred for CS-Global was $362 million, which consisted of the following (in millions): Fair Value Initial Cornershop Investment $ 50 Notes receivable 10 Cash paid 253 Tender offer paid in Uber common stock 67 Total consideration transferred 380 Less: CS-Mexico Put/Call (18) Total consideration $ 362 The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Current assets $ 204 Goodwill 384 Intangible assets 122 Other long-term assets 11 Total assets acquired 721 Current liabilities (34) Deferred tax liability (33) Other long-term liabilities (2) Total liabilities assumed (69) Less: Redeemable non-controlling interests (290) Net assets acquired $ 362 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill which is not deductible for tax purposes. Goodwill is primarily attributed to the anticipated operational synergies. Goodwill was recorded in our Delivery segment. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management's estimates and assumptions at the time of acquisition, and are updated to reflect the most recent changes. The fair value of the redeemable non-controlling interests of $290 million was estimated based on the non-controlling interest’s respective share of the CS-Global enterprise value. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Vendor relationship $ 20 15 Shopper relationship 1 1 Customer relationship 14 5 Developed technology 58 4 Trade names 29 5 Total $ 122 Vendor, shopper and customer relationships represent the fair value of the underlying relationships with Cornershop vendors (such as grocery stores and supermarkets), shoppers and end-users. Developed technology represents the fair value of the technologies and systems behind CS-Global’s grocery delivery application. Trade names relate to the “Cornershop” trade name, trademarks, and domain names. The overall weighted average useful life of the identified amortizable intangible assets acquired is six years. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as we believe that these amounts approximate their current fair values. We believe the amounts of purchased intangible assets recorded above represent the fair values of, and approximate the amounts a market participant would pay for, these intangible assets as of July 6, 2020. The results of CS-Global were included in our consolidated financial statements from the date of acquisition, July 6, 2020. For the period from July 6, 2020 through December 31, 2020, CS-Global contributed an immaterial amount of revenue and loss before taxes. In December 2020, we received approval from Mexico’s antitrust regulator to complete the CS-Mexico transaction. On January 11, 2021, CS-Global exercised the call option through the CS-Mexico Put/Call agreement and acquired 100% of the outstanding equity interest in CS-Mexico, and we owned 55% of CS-Mexico through our ownership in CS-Global. The acquisition of CS-Mexico was accounted for as a business combination. The acquisition date fair value of the consideration transferred for CS-Mexico was immaterial, and consisted of a combination of cash payment and equity payment in Uber common stock and the fair value of the CS-Mexico Put/Call remeasured at the acquisition date. As a result of remeasuring our prior CS-Mexico Put/Call held immediately prior to the business combination, we recognized an immaterial loss during the year ended December 31, 2021. The loss was included in other income (expense), net in the consolidated statement of operations. In August 2021, we completed the acquisition of the remaining 45% ownership interest in Cornershop (or 47%, on a fully-diluted basis) in an all-stock transaction. As consideration for our acquisition of the remaining non-controlling interest, we issued 25 million shares of our common stock, including 4.6 million restricted shares issued to certain Cornershop employees. In addition, we issued 4 million stock options to replace assumed outstanding stock options. These replacement stock options attributable to post-acquisition service are included in our option activity and are recognized as stock-based compensation expense. The acquisition was accounted for as an equity transaction, as we previously controlled and consolidated Cornershop. Accordingly, we did not recognize a gain or loss in our consolidated statement of operations during the year ended December 31, 2021. In connection with this acquisition, the previously recognized non-controlling interest was derecognized. Following this transaction, Cornershop became our wholly-owned subsidiary. The total purchase price was determined to be $967 million, based on the number of shares issued and Uber’s share price on the closing date. The fair value of the 4.6 million restricted shares issued to certain Cornershop employees was determined to be $202 million. These shares are restricted and contingent on the employees’ continuing employment at the combined company for the next three years. These restricted shares are considered compensation for post-combination services and will be recognized as stock-based compensation expense ratably over the next three years. Postmates On July 5, 2020, we entered into an Agreement and Plan of Merger to acquire 100% ownership interest in Postmates, an on-demand delivery platform in the U.S. On December 1, 2020, we completed the acquisition of Postmates, bringing together our global Mobility and Delivery platform with Postmates’ distinctive delivery business in the U.S. As a result of the transaction, we obtained ownership interest in Postmates through our voting rights, and the transaction was accounted for as a business combination. The acquisition date fair value of the consideration transferred for Postmates was approximately $3.9 billion, which consisted of the following (in millions): Fair Value Uber common stock transferred $ 3,494 Note receivable 100 Stock-based compensation awards attributable to pre-combination services 308 Total consideration $ 3,902 The fair value of the $3.5 billion common stock issued (70 million shares of our common stock), as consideration transferred was determined on the basis of the closing market price of our common stock on the acquisition date. We determined the fair value of the equity awards for stock options assumed using a Black-Scholes option pricing model with the applicable assumptions as of the acquisition date. The fair value of equity awards for RSUs was determined by using the closing market price of our common stock on the acquisition date adjusted by an exchange ratio. The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 52 Other current assets 58 Goodwill 3,330 Intangible assets 1,015 Other long-term assets 57 Total assets acquired 4,512 Accounts payable (109) Accrued and other current liabilities (458) Deferred tax liability (9) Other long-term liabilities (34) Total liabilities assumed (610) Net assets acquired $ 3,902 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is not deductible for tax purposes. Goodwill is primarily attributed to the assembled workforce of Postmates and anticipated operational synergies. Goodwill was assigned to our Delivery segment. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Merchant relationship $ 260 7 Fleet relationship 110 1.5 Consumer relationship 280 5 Developed technology 280 2 Trade names 30 3 IPR&D 55 N/A Total $ 1,015 Consumer, merchant and fleet relationships represent the fair value of the underlying relationships with merchants (such as restaurants), Postmates end-users, and Postmates couriers (referred to as “fleet”). Developed technology represents the fair value of Postmates’ technology. Trade names relate to the “Postmates” trade name, trademarks, and domain names. The overall weighted average useful life of the identified amortizable intangible assets acquired is four years. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as these amounts approximate their fair values. The results of Postmates were included in our consolidated financial statements from the date of acquisition, December 1, 2020. For the period from December 1, 2020 through December 31, 2020, Postmates contributed an immaterial amount of revenue and loss before taxes. During the fourth quarter of 2021, we finalized our estimate of the acquisition date fair values of the assets acquired and the liabilities assumed for Postmates. As a result, during the year ended December 31, 2021, we recorded measurement period adjustments of $181 million net, to accrued and other current liabilities and deferred tax liability, with a corresponding increase to goodwill. Routematch On July 14, 2020 (the “Routematch Acquisition Date”), we acquired 100% of the equity of Routematch, a software company offering specialized software and solutions to transit agencies, serving customers in the United States and Australia. The acquisition is expected to accelerate our development in the transit space. The acquisition of Routematch was accounted for as a business combination. Total consideration transferred included $85 million in cash and $29 million in Uber shares (1 million shares of our common stock). The purchase price of $114 million was allocated to goodwill of $91 million and to certain identifiable intangible assets (comprised of customer relationships, developed technology and trademark) of $27 million. Goodwill represents the excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired, which is not deductible for tax purposes. Goodwill is primarily attributed to the anticipated operational synergies and was recorded in our Mobility segment. The overall weighted average useful life of the identified amortizable intangible assets acquired is eight years. The results of Routematch were included in our consolidated financial statements from the date of acquisition, July 14, 2020. For the period from July 14, 2020 through December 31, 2020, Routematch contributed an immaterial amount of revenue and loss before taxes. Drizly On February 2, 2021, we entered into an Agreement and Plan of Reorganization to acquire 100% ownership interest in Drizly, an on-demand alcohol marketplace in North America. On October 12, 2021, we completed the acquisition of Drizly, allowing us to expand alcohol offerings in our Delivery business. The acquisition of Drizly has been accounted for as a business combination. The acquisition date fair value of the consideration transferred for Drizly was approximately $943 million, which consisted of the following (in millions): Fair Value Common stock issued $ 881 Cash 42 Stock-based compensation awards attributable to pre-combination services 20 Total consideration $ 943 The fair value of the $881 million common stock issued (19 million shares of our common stock), as consideration transferred was determined on the basis of the closing market price of our common stock on the acquisition date. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Current assets $ 50 Goodwill 619 Intangible assets 395 Other long-term assets 7 Total assets acquired 1,071 Current liabilities (44) Deferred tax liability (79) Non-current liabilities (5) Total liabilities assumed (128) Net assets acquired $ 943 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is not deductible for tax purposes. Goodwill is primarily attributed to the assembled workforce of Drizly and anticipated operational synergies. Goodwill was assigned to our Delivery segment. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. The purchase price allocation is preliminary and is subject to revision as more detailed analyses are completed and additional information about the fair value of assets acquired and liabilities assumed, including related deferred income taxes, become available. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as these amounts approximate their fair values. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Consumer relationship $ 60 5 Retailer relationship 90 10 Advertiser relationship 140 12 Developed technology 75 3 Trade names 30 6 Total $ 395 Consumer, retailer, and advertiser relationships represent the fair value of the underlying relationships with Drizly end-users, retailers (such as liquor stores), and advertisers. Developed technology represents the fair value of Drizly’s advertising management platform. Trade names relate to the “Drizly” trade name, trademarks, and domain names. The overall weighted average useful life of the identified amortizable intangible assets acquired is eight years. The results of Drizly were included in our consolidated financial statements from the date of acquisition, October 12, 2021. For the period from October 12, 2021 through December 31, 2021, Drizly contributed an immaterial amount of revenue and loss before taxes. Transplace On July 21, 2021, we entered into a Stock Purchase Agreement to acquire 100% ownership interest in Transplace, a leading transportation management and third-party logistics provider in North America. On November 12, 2021, we completed the acquisition of Transplace in an all-cash transaction, allowing us to expand our Uber Freight business through Transplace’s expertise in transportation management. The acquisition of Transplace has been accounted for as a business combination. The acquisition date fair value of the consideration transferred for Transplace was $2.3 billion. The followin g table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions) : Fair Value Cash and cash equivalents $ 29 Accounts receivable, net 899 Prepaid expenses and other current assets 23 Property and equipment, net 44 Operating lease right-of-use assets 57 Intangible assets, net 902 Goodwill 1,438 Other assets 3 Total assets acquired 3,395 Accounts payable (516) Operating lease liabilities, current (7) Accrued and other current liabilities (363) Operating lease liabilities, non-current (66) Deferred tax liability (163) Other long-term liabilities (1) Total liabilities assumed (1,116) Net assets acquired $ 2,279 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill. Goodwill is primarily attributed to the assembled workforce of Transplace and anticipated operational synergies. Goodwill was assigned to our Freight segment. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. The purchase price allocation is preliminary and is subject to revision as more detailed analyses are completed and additional information about the fair value of assets acquired and liabilities assumed, including related deferred income taxes, become available. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition ( in millions , except years): Fair Value Weighted Average Remaining Useful Life - Years Consumer relationships $ 530 12 Developed technology 363 7 Trade names 9 2 Total $ 902 Customer relationships represent the fair value of the underlying relationships with Transplace customers who utilize their logistics services. Developed technology represents the fair value of Transplace’s customer facing technology platforms. Trade names relate to the “Transplace” trade name, trademarks, and domain names. The overall weighted average useful life of the identified amortizable intangible assets acquired is ten years. The results of Transplace were included in our consolidated financial statements from the date of acquisition, November 12, 2021. For the period from November 12, 2021 through December 31, 2021, Transplace contributed $684 million of revenue and an immaterial amount of loss before taxes. Certain Unaudited Pro Forma Information The following unaudited pro forma financial information presents what our results would have been had we acquired Careem, CS-Global, Routematch, Postmates and Transplace in the beginning of the applicable comparable prior annual reporting period. The 2020 pro forma includes full year results for: our 2020 acquisitions (Careem, CS-Global, Routematch and Postmates) as well as Transplace. The 2021 pro forma includes full year results for Transplace. The unaudited pro forma information presented below is for informational purposes only and is not necessarily indicative of our consolidated results of operations of the consolidated business had the acquisitions actually occurred at the beginning of applicable comparable prior reporting period or of the results of our future operations of the consolidated business. Year Ended December 31, (In millions) 2020 2021 (Unaudited) Revenue $ 15,158 $ 21,764 Net loss including non-controlling interests (7,342) (700) The pro forma financial information primarily includes adjustments to net loss including non-controlling interests to reflect the additional amortization that would have been recorded assuming the fair value adjustments to intangible assets had been applied from the beginning of applicable comparable prior reporting period, with the related tax effects. |
Divestitures
Divestitures | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestitures | Note 9 – Assets and Liabilities Held for Sale The following table summarizes the carrying values of the assets and liabilities classified as held for sale as of December 31, 2020 (in millions): December 31, 2020 ATG Assets held for sale Cash and cash equivalents $ 349 Prepaid expenses and other current assets 2 Investments 2 Operating lease right-of-use assets 26 Property and equipment, net 78 Intangibles 31 Goodwill 29 Total assets held for sale 517 Liabilities held for sale Accounts payable 8 Accrued and other current liabilities 66 Operating lease liabilities, current 6 Operating lease liabilities, non-current 20 Total liabilities held for sale 100 Net assets held for sale $ 417 Sale of ATG Business On December 7, 2020, we announced the sale of our ATG Business, our subsidiary focused on the development and commercialization of autonomous vehicle technologies, to Aurora. Our ATG Business was included within our ATG and Other Technology Programs segment. The sale of our ATG Business did not represent a strategic shift that would have had a major effect on our operations and financial results, and therefore did not qualify for reporting as a discontinued operation for financial statement purposes. On January 19, 2021, we completed the sale of Apparate to Aurora. Refer to Note 19 – Divestitures for further information on the sale of our ATG Business. Note 19 – Divestitures During the years ended December 31, 2019, 2020 and 2021, we completed the following divestitures: • In 2019, divestitures consisted of the disposition of our LCR business operations. • In 2020, divestitures consisted of the sale of our Uber Eats India operations, the disposition of all assets of our JUMP business, and the sale of our European Freight business to Sennder. • In 2021, divestitures consisted of the sale of our ATG Business, a subsidiary focused on the development and commercialization of autonomous vehicle technology, to Aurora. The gains (losses) associated with these divestitures were included in other income (expense), net in the consolidated statements of operations. Divestiture of LCR to Waydrive In January 2019, an agreement was executed with Waydrive to purchase the LCR business, specifically 100% of the equity interests of LCR and its subsidiary LCRF Pte. Ltd. (“LCRF”). Fair value of consideration received included $310 million of cash for the assets and liabilities of LCR and LC RF and up to $33 million of contingent consideration receivable for certain VAT receivables and receivables from certain commercial counterparties. As of December 31, 2020, we collected substantially all of the c ontingent consideration receivable. The resulting gain on disposal was not material to us. The transaction closed on January 25, 2019. The LCR business was included within our Mobility segment. Divestiture of Uber Eats India to Zomato On January 21, 2020, we entered into a definitive agreement and completed the divestiture of Uber Eats India to Zomato in exchange for (i) CCPS Preferred Shares of Zomato convertible into ordinary shares representing, when converted, 9.99% of the total voting capital of Zomato and (ii) a non-interest bearing note receivable to be repaid over the course of four years for reimbursement by Zomato of goods and services tax. The estimated fair value of the consideration received included the investment valued at $171 million and the $35 million of reimbursement of goods and services tax receivable from Zomato. As of December 31, 2021, we had collected substantially all of the receivable. The fair value of the CCPS Preferred Shares was based primarily on the observed transaction price for a similar security issued to new investors in close proximity to the time of our transaction with Zomato. The transaction resulted in a gain on disposal of $154 million recognized in other income (expense), net in the consolidated statements of operations during the first quarter of 2020. The income tax effect of the sale was not material. The divestiture of Uber Eats India did not represent a strategic shift that would have had a major effect on our operations and financial results, and therefore does not qualify for reporting as a discontinued operation for financial statement purposes. Divestiture of JUMP and Investment in Lime On May 7, 2020, we entered into a series of transactions and agreements with Lime to divest our JUMP business (the “JUMP Divestiture”). Neutron Holdings, Inc. (“Lime”) is incorporated in Delaware for the purpose of owning and operating a fleet of dockless e-bikes and e-scooters for short-term access use by consumers for personal transportation. We previously held Lime Series C preferred stock and fully vested warrants to purchase Lime Series C-1 preferred stock. Uber contributed hardware, equipment, intellectual property rights, technology, licensed technology, and permits of our JUMP business (collectively, “JUMP Assets”) in certain markets to Lime. JUMP Assets and previously held investments and warrants in Lime were exchanged for common stock (the “Lime Common Stock”), newly issued Lime Series 1-C preferred stock (“Lime 1-C Preferred Stock”) and fully vested warrants to purchase Lime Series 1-C Preferred Stock (“Lime 1-C Preferred Stock Warrants”). Lime Common Stock represents approximately 10% of fully-diluted (22% undiluted) ownership interest in Lime as of December 31, 2021. Concurrently, we contributed $85 million of cash to Lime in exchange for a secured note convertible into Lime Series 3 Preferred Stock (the “Lime Convertible Note”), which may be converted at any time at our election representing 20% initial ownership in Lime as converted on a fully-diluted basis. In addition, we entered into a call option agreement which gives us for a two-year period beginning May 7, 2022 the right to acquire all of the outstanding equity interests of Lime held by its shareholders at fair value on the date of exercise, subject to regulatory approval. We have one seat on Lime’s five-person board of directors. We also amended our preexisting commercial agreement with Lime. Our ownership in Lime is comprised of Lime Common Stock, Lime 1-C Preferred Stock, Lime 1-C Preferred Stock Warrants, and the Lime Convertible Note (collectively, the “2020 Lime Investments”) and represents approximately 31% on an as converted and fully-diluted basis as of December 31, 2021. The 2020 Lime Investments are accounted for under the fair value option. Refer to Note 3 - Investments and Fair Value Measurement for additional information. Lime was assessed under the VIE model and considered an unconsolidated VIE. Refer to Note 16 – Variable Interest Entities for additional information. The JUMP Divestiture did not represent a strategic shift that would cause a major effect on our operations and financial results, and therefore does not qualify for reporting as a discontinued operation for financial reporting purposes. The resulting loss on disposal was not material to us and was recorded in other income (expense), net, in the consolidated statements of operations during the second quarter of 2020. Divestiture of ATG Business to Aurora On January 19, 2021, we completed the previously announced sale of our ATG Business, a subsidiary focused on the development and commercialization of autonomous vehicle technology, to Aurora. As a result, our controlling interest and the non-controlling interests in the ATG Business were settled, and ownership of the ATG Business transferred to Aurora. As consideration for the sale, Aurora issued Series U-1 preferred shares to the third party investors of the ATG Business to settle their ATG Series A Stated Liquidation Preference of $1.1 billion, which had previously been recorded as redeemable and non-redeemable non-controlling interests on our consolidated balance sheet prior to this transaction. We received the residual consideration from the sale as the only common unit holder of the ATG Business in the form of Aurora common shares valued at $1.3 billion, representing 22% of fully-diluted (25% undiluted) ownership interest of Aurora. Concurrently, we invested $400 million in Aurora in exchange for Aurora Series U-2 convertible preferred shares, representing 4% of fully-diluted (5% undiluted) ownership interest of Aurora. Refer to Note 3 – Investments and Fair Value Measurement for additional information. We do not consolidate Aurora under either the VIE or the voting interest model. For further information, refer to Note 16 – Variable Interest Entities. We entered into a commercial agreement with Aurora pursuant to which the parties will collaborate with best efforts to launch and commercialize self-driving vehicles on our ridesharing network. We also allowed unvested RSUs for Uber stock held by employees of the ATG Business that transferred to Aurora to continue to vest over the next 12 months contingent upon the employee remaining at Aurora. As a result, we recognized liabilities of $315 million as consideration for these future obligations to Aurora. The sale of the ATG Business did not represent a strategic shift that would have had a major effect on our operations and financial results, and therefore does not qualify for reporting as a discontinued operation. The resulting gain on disposal was recorded in other income (expense), net in the consolidated statements of operations. The following table presents the gain on sale of the ATG Business (in millions): Year Ended December 31, 2021 Fair value of common shares received $ 1,277 Derecognition of ATG Business' non-controlling interests 1,057 Liability recognized for future obligations (315) Net consideration received for sale of the ATG Business 2,019 Carrying value of net assets transferred (375) Gain on the sale of the ATG Business $ 1,644 |
Restructuring and Related Charg
Restructuring and Related Charges | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Charges | Note 20 – Restructuring and Related Charges During the second quarter of 2020, we initiated and completed certain restructuring activities in order to reduce our overall cost structure in response to the economic challenges and uncertainty resulting from the COVID-19 pandemic and its impact on our business. We also exited the JUMP business and incurred costs related to site closures, asset impairments and write-offs. The following table presents the total restructuring and related charges associated with our segments as well as corporate charges (in millions): Year Ended December 31, 2020 Mobility $ 67 Delivery 32 Freight 7 All Other (1) 175 Total restructuring and related charges by segment 281 Corporate G&A and Platform R&D 81 Total restructuring and related charges $ 362 (1) Includes restructuring and related charges associated with the exit of the JUMP business, including severance and other termination benefits of $30 million, site closure costs of $21 million and other costs of $65 million. The following table presents the total restructuring and related charges, by function (in millions): Year Ended December 31, 2020 Operations and support $ 172 Sales and marketing 21 Research and development 85 General and administrative 84 Total $ 362 The following table provides the components of and changes in our restructuring and related charges accrual during the years ended December 31, 2020 and 2021 (in millions): Severance and Other Termination Benefits Site Closure Costs Other Total Balance as of December 31, 2019 $ — $ — $ — $ — Charges (1), (2) 199 98 65 362 Cash payments (197) (3) (45) (245) Non-cash adjustments — (95) (19) (114) Balance as of December 31, 2020 2 — 1 3 Cash payments (2) — — (2) Balance as of December 31, 2021 $ — $ — $ 1 $ 1 (1) Site closure costs primarily includes $50 million related to the impairment of operating lease right-of-use assets and $38 million for write-offs of leasehold improvements. (2) Total restructuring and related charges included $248 million of cash settled charges, primarily for severance and other termination benefits and were substantially paid as of December 31, 2020. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 21 – Subsequent Events [TBU as needed through filing date] |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Schedule II - Valuation and Qualifying Accounts The table below details the activity of the allowance for doubtful accounts, deferred tax asset valuation allowance, and insurance reserves (in millions): Balance at Additions (1), (2) Deductions (2) Balance at Year Ended December 31, 2019 Allowance for doubtful accounts $ 34 $ 195 $ (195) $ 34 Deferred tax asset valuation allowance $ 1,294 $ 8,616 $ (55) $ 9,855 Insurance reserves $ 2,937 $ 1,451 $ (970) $ 3,418 Year Ended December 31, 2020 Allowance for doubtful accounts $ 34 $ 178 $ (157) $ 55 Deferred tax assets valuation allowance $ 9,855 $ 3,655 $ (100) $ 13,410 Insurance reserves $ 3,418 $ 950 $ (902) $ 3,466 Year Ended December 31, 2021 Allowance for doubtful accounts $ 55 $ 246 $ (250) $ 51 Deferred tax assets valuation allowance $ 13,410 $ 571 $ (61) $ 13,920 Insurance reserves $ 3,466 $ 1,696 $ (1,174) $ 3,988 (1) Additions to insurance reserves include $9 million, $35 million and $69 million for the years ended December 31, 2019, 2020 and 2021 respectively, for changes in estimates resulting from new developments in prior period claims. Additions to insurance reserves also include $374 million for the year ended December 31, 2021 for reserves assumed in connection with a loss portfolio transfer reinsurance agreement. For additional information on the loss portfolio transfer reinsurance agreement, see Note 1 – Description of Business and Summary of Significant Accounting Policies. (2) For the year ended December 31, 2019, the increase in the valuation allowance was primarily attributable to a step-up in the tax basis of intellectual property rights, an increase in U.S. federal, state and Netherlands deferred tax assets resulting from the loss from operations, and tax credits generated during the year. For the year ended December 31, 2020, the increase in the valuation allowance was primarily attributable to an increase in tax rate in Netherlands, an increase in U.S. federal, state and Netherlands deferred tax assets resulting from the loss from operations, and tax credits generated during the year. |
Description of Business and S_2
Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). |
Basis of Consolidation | We consolidate our wholly-owned subsidiaries and majority-owned subsidiaries over which we exercise control, and variable interest entities (“VIE”) where we are deemed to be the primary beneficiary. Refer to Note 16 – Variable Interest Entities for further information. All intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements and accompanying notes. Estimates are based on historical experience, where applicable, and other assumptions which management believes are reasonable under the circumstances. On an ongoing basis, management evaluates estimates, including, but not limited to: fair values of investments and other financial instruments (including the measurement of credit or impairment losses); useful lives of amortizable long-lived assets; fair value of acquired intangible assets and related impairment assessments; impairment of goodwill; stock-based compensation; income taxes and non-income tax reserves; certain deferred tax assets and tax liabilities; insurance reserves; and other contingent liabilities. These estimates are inherently subject to judgment and actual results could differ from those estimates. We considered the impacts of the COVID-19 pandemic on the assumptions and inputs (including market data) supporting certain of these estimates, assumptions and judgments, in particular, our impairment assessment related to the determination of the fair values of certain investments and equity method investments as well as goodwill and the recoverability of long-lived assets. The level of uncertainties and volatility in the global financial markets and economies resulting from the pandemic as well as the uncertainties related to the impact of the pandemic on us and our investees' operations and financial performance means that these estimates may change in future periods, as new events occur and additional information is obtained. |
Concentration of Credit Risk | Concentration of Credit RiskCash and cash equivalents, short-term investments, restricted cash and cash equivalents, other receivables, and accounts receivable are potentially subject to credit risk concentration. Cash, cash equivalents, and available-for-sale securities primarily consist of money market funds, cash deposits, U.S. government and agency securities, and investment-grade corporate debt securities. Our investment policy limits the amount of credit exposure with any one financial institution or commercial issuer. Cash deposits typically exceed insured limits and are placed with financial institutions around the world that we believe are of high credit quality. We have not experienced any material losses related to these concentrations during the periods presented. Our other receivables primarily consist of funds withheld by well-established insurance companies with high credit quality that may be used to cover future settlement of reserved insurance claims. We rely on a limited number of third parties to provide payment processing services (“payment service providers”) to collect amounts due from end-users. Payment service providers are financial institutions or credit card companies that we believe are of high credit quality. |
Certain Significant Risks and Uncertainties | Certain Significant Risks and Uncertainties We have incurred significant net losses since inception and had an accumulated deficit of $23.6 billion as of December 31, 2021. Our operations have historically been funded through equity and debt financings. While management currently anticipates that our available cash and cash equivalents, and revolving credit facility will be sufficient to meet our operational cash needs for at least the next twelve months from the date of issuance of these financial statements, additional capital may need to be raised or additional indebtedness incurred to continue to fund the operations and other strategic initiatives. We may not be able to obtain additional financing on favorable terms, if at all, or our ability to incur additional indebtedness may be restricted by the terms of our existing debt instruments. In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic. COVID-19 has rapidly impacted market and economic conditions globally. In an attempt to limit the spread of the virus, various governmental restrictions have been implemented, including business activities and travel restrictions, and “shelter-at-home” orders, that have had an adverse impact on our business and operations by reducing, in particular, the global demand for Mobility offerings, while accelerating the growth of our Delivery offerings. In light of the evolving nature of COVID-19 and the uncertainty it continues to produce around the world, it is not possible to predict the COVID-19 pandemic’s cumulative and ultimate impact on our future business operations, results of operations, financial position, liquidity, and cash flows. The extent of the impact of the pandemic on our business and financial results will depend largely on future developments, including: the duration of the spread of the outbreak (both globally and within the United States), including whether there will be further resurgences of the outbreak or variants of the virus; the distribution of vaccines in various regions; the impact on capital, foreign currencies exchange and financial markets; governmental or regulatory orders that impact our business; and whether the impacts may result in permanent changes to our end-users’ behavior, all of which are highly uncertain and cannot be predicted. |
Cash and Cash Equivalents and Restricted Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash held in checking and savings accounts as well as investments in money market funds, commercial paper, U.S. government and agency securities, and corporate bonds. We consider all highly-liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents. Cash includes amounts collected on behalf of, but not yet remitted to Drivers and Merchants, which are included in accrued and other current liabilities on the consolidated balance sheets. Restricted Cash and Cash Equivalents |
Collateral Held by Insurer | Collateral Held by Insurer Collateral held by insurer represents funds held by James River Group companies (“James River”). These funds, previously held in a trust account, were withdrawn by James River during the fourth quarter of 2019 upon notice of cancellation of their insurance policies (primarily auto insurance policies) issued to one of our subsidiaries. As of December 31, 2020, the funds served as collateral for us and our subsidiary’s current and future claim settlement obligations under the indemnification agreements for these insurance policies as included in insurance reserves on the consolidated balance sheet . Accordingly, the amount withdrawn is presented as collateral held by insurer on the consolidated balance sheet as of December 31, 2020. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable represents uncollected payments from end-users for completed transactions where (i) the payment method is credit card and includes (a) end-user payments not yet settled with payment service providers, and (b) end-user payments settled by payment service providers but not yet remitted to us, or (ii) completed shipments where we invoice Freight customers (“Shippers”) and payment has not been received. The timing of settlement of amounts due from these parties varies by region and by product. The portion of the receivable to be remitted to Drivers and Merchants is included in accrued and other current liabilities. Refer to Note 10 – Supplemental Financial Statement Information for amounts payable to Drivers and Merchants. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization is computed using the straight‑line method over the estimated useful lives of the assets, which are as follows: Property and Equipment Estimated Useful Life Land Indefinite Buildings 30-45 years Site improvements 5-15 years Leased vehicles 3-10 years Computer equipment 3-5 years Furniture and fixtures 3-5 years Dockless e-bikes 3 years Internal-use software 2 years Leased computer equipment Shorter of estimated useful life or lease term Leasehold improvements Shorter of estimated useful life or lease term When assets are retired or otherwise disposed of, the cost, accumulated depreciation and amortization are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of operations in the period realized. Maintenance and repairs that do not enhance or extend the asset’s useful life are charged to operating expenses as incurred. We capitalize certain costs, such as compensation costs, including stock-based compensation, and interest incurred on outstanding debt, in developing internal-use software once planning has been completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will function as intended. Amortization of such costs occurs on a straight-line basis over the estimated useful life of the related asset and begins once the asset is ready for its intended use. Costs incurred prior to meeting these criteria, together with costs incurred for training and maintenance, are expensed as incurred. In addition, we capitalize interest incurred on outstanding debt during the period of construction-in-progress of certain assets. Leased vehicle assets are stated at cost, net of accumulated depreciation. The vast majority of our leased vehicle assets were reclassified to assets held for sale as of December 31, 2018. In January 2019, an agreement was executed with Waydrive Holdings Pte. Ltd. (“Waydrive”) to purchase the Lion City Rentals Pte. Ltd. (“LCR”), a wholly-owned vehicle solutions subsidiary of ours based in Singapore. Refer to Note 19 – Divestitures for further information. When leased vehicles are retired or otherwise disposed of, the cost and accumulated depreciation are removed and any resulting gain or loss is reflected in the consolidated statements of operations in the period realized. Maintenance and repair expenditures are charged to operating expenses as incurred. |
Leases | Leases We adopted Accounting Standards Codification (“ASC”) 842, “Leases” (“ASC 842”) on January 1, 2019, using the modified retrospective transition method and used the effective date as the date of initial application. We elected the “package of practical expedients,” which permits us not to reassess under ASC 842 our prior conclusions about lease identification, lease classification and initial direct costs. We made a policy election not to separate non-lease components from lease components, therefore, we account for lease and non-lease components as a single lease component. We also elected the short-term lease recognition exemption for all leases that qualify. We determine if a contract contains a lease at inception of the arrangement based on whether we have the right to obtain substantially all of the economic benefits from the use of an identified asset and whether we have the right to direct the use of an identified asset in exchange for consideration, which relates to an asset which we do not own. Right of use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets are recognized as the lease liability, adjusted for lease incentives received. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is our incremental borrowing rate (“IBR”), because the interest rate implicit in most of our leases is not readily determinable. The IBR is a hypothetical rate based on our understanding of what our credit rating would be to borrow and resulting interest we would pay to borrow an amount equal to the lease payments in a similar economic environment over the lease term on a collateralized basis. Lease payments may be fixed or variable; however, only fixed payments or in-substance fixed payments are included in our lease liability calculation. Variable lease payments may include costs such as common area maintenance, utilities, real estate taxes or other costs. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments are incurred. |
Acquisitions | AcquisitionsWe account for acquisitions of entities or asset groups that qualify as businesses in accordance with ASC 805, “Business Combinations” (“ASC 805”). The purchase price of the acquisition is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in a business combination and is allocated to reporting units expected to benefit from the business combination. We test goodwill for impairment at least annually, in the fourth quarter, or whenever events or changes in circumstances indicate that goodwill might be impaired. We evaluate our reporting units when changes in our operating structure occur, and if necessary, reassign goodwill using a relative fair value allocation approach. In testing for goodwill impairment, we first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, we determine it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then additional impairment testing is not required. However, if we conclude otherwise, we proceed to the quantitative assessment. |
Intangible Assets, Net | Intangible Assets, NetIntangible assets are carried at cost and amortized on a straight-line basis over their estimated useful lives, which range from one |
Investments | Investments Equity Securities Accounting for our equity securities varies depending on the marketability of the security and the type of investment. Our marketable equity securities in publicly traded companies are measured at fair value with unrealized gains and losses recognized in the consolidated statements of operations. Certain investments in non-marketable equity securities are measured at cost, with remeasurements to fair value only upon the occurrence of observable price changes in orderly transactions for the identical or similar securities of the same issuer, or in the event of any impairment. We reassess at each reporting period to determine whether non-marketable equity securities have a readily determinable fair value, in which case they would no longer be eligible for fair value measurement alternative. Non-marketable equity securities that we elected to apply the fair value option and equity securities with a readily determinable fair value are measured at fair value on a recurring basis with changes in fair value recognized in the consolidated statements of operations. We evaluate our non-marketable equity securities for impairment at each reporting period based on a qualitative assessment that considers various potential impairment indicators. Impairment indicators might include, but would not necessarily be limited to, a significant deterioration in the earnings performance, credit rating, asset quality, or business prospects of the investee, a significant adverse change in the regulatory, economic, or technological environment of the investee, a bona fide offer to purchase, an offer by the investee to sell, or a completed auction process for the same or similar securities for an amount less than the carrying amount of the investments in those securities. If an impairment exists, a loss is recognized in the consolidated statements of operations for the amount by which the carrying value exceeds the fair value of the investment. We include investments in equity securities within investments on the consolidated balance sheets. Debt Securities Accounting for our debt securities varies depending on the legal form of the security, our intended holding period for the security, and the nature of the transaction. Investments in debt securities are classified as available-for-sale and are initially recorded at fair value. Investments in marketable debt securities include commercial paper, U.S. government and agency securities and corporate bonds. As of December 31, 2020, certain investments in non-marketable equity securities with redemption, interest, or other debt-like features were classified as available-for-sale debt securities. Subsequent changes in fair value of available-for-sale debt securities are recorded in other comprehensive income (loss), net of tax. We record certain of our debt securities at fair value with the changes in fair value recorded in earnings under the fair value option of accounting for financial instruments. As of December 31, 2020, we considered our marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities as short-term investments on the consolidated balance sheet. Certain investments in non-marketable debt securities classified as available-for-sale debt securities were included in investments on the consolidated balance sheet. Allowance for Credit Losses on Available-for-sale Debt Securities We account for credit losses on available-for-sale debt securities in accordance with ASC 326, Financial Instruments - Credit Losses (“ASC 326”). We adopted ASC 326 on January 1, 2020, on a modified retrospective basis. Under ASC 326, at each reporting period, we evaluate our available-for-sale debt securities at the individual security level to determine whether there is a decline in the fair value below its amortized cost basis (an impairment). In circumstances where we intend to sell, or are more likely than not required to sell, the security before it recovers its amortized cost basis, the difference between fair value and amortized cost is recognized as a loss in the consolidated statements of operations, with a corresponding write-down of the security’s amortized cost. In circumstances where neither condition exists, we then evaluate whether a decline is due to credit-related factors. The factors considered in determining whether a credit loss exists can include the extent to which fair value is less than the amortized cost basis, changes in the credit quality of the underlying loan obligors, credit ratings actions, as well as other factors. To determine the portion of a decline in fair value that is credit-related, we compare the present value of the expected cash flows of the security discounted at the security’s effective interest rate to the amortized cost basis of the security. A credit-related impairment is limited to the difference between fair value and amortized cost, and recognized as an allowance for credit loss on the consolidated balance sheet with a corresponding adjustment to net income (loss). Any remaining decline in fair value that is non-credit related is recognized in other comprehensive income (loss), net of tax. Improvements in expected cash flows due to improvements in credit are recognized through reversal of the credit loss and corresponding reduction in the allowance for credit loss. |
Equity Method Investments | Equity Method Investments Investments in common stock or in-substance common stock of entities that provide us with the ability to exercise significant influence, but not a controlling financial interest, over the investee are accounted for under the equity method of accounting, unless the fair value option is elected. Investments accounted for under the equity method are initially recorded at cost. Subsequently, we recognize through the consolidated statements of operations and as an adjustment to the investment balance, our proportionate share of the investees’ net income or loss and the amortization of basis differences. We record our share of the results of equity method investments one quarter in arrears as income (loss) from equity method investment, net of tax in the consolidated statements of operations. We evaluate each of our equity method investments at the end of each reporting period to determine whether events or changes in business circumstances indicate that the carrying value of the investment may not be fully recoverable. We recognize in the |
Evaluation of Long-Lived Assets for Impairment | Evaluation of Long-Lived Assets for Impairment We evaluate our held-and-used long-lived assets for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset or asset group (collectively, the “asset group”) may not be recoverable. We measure the recoverability of the asset group by comparing the carrying amount of such asset groups to the future undiscounted cash flows it expects the asset group to generate. If we consider the asset group to be impaired, the impairment to be recognized equals the amount by which the carrying value of the asset group exceeds its fair value. |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with ASC 820, Fair Value Measurement (“ASC 820”), we use the fair value hierarchy, which prioritizes the inputs used to measure fair value. The hierarchy, as defined below, gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of the fair value hierarchy are set forth below: Level 1 Observable inputs such as quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active or inputs other than the quoted prices that are observable either directly or indirectly for the full term of the assets or liabilities. Level 3 Unobservable inputs in which there is little or no market data and that are significant to the fair value of the assets or liabilities. |
Variable Interest Entities | Variable Interest EntitiesWe evaluate our ownership, contractual and other interests in entities to determine if we have a variable interest in an entity. These evaluations are complex, involve judgment, and the use of estimates and assumptions based on available historical and prospective information, among other factors. If we determine that an entity for which we hold a contractual or ownership interest in is a VIE and that we are the primary beneficiary, we consolidate such entity in the consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE; and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Periodically, we determine whether any changes in the interest or relationship with the entity impacts the determination of whether we are still the primary beneficiary. If we are not deemed to be the primary beneficiary in a VIE, we account for the investment or other variable interests in a VIE in accordance with applicable GAAP. |
Revenue Recognition | Revenue Recognition We recognize revenue when or as we satisfy our obligations. We derive our revenues principally from Drivers’ and Merchants’ use of our platform, on-demand lead generation, and related services, including facilitating payments from end-users. The service enables Drivers and Merchants to seek, receive and fulfill on-demand requests from end-users seeking Mobility or Delivery services (collectively the “Uber Service”). Beginning in 2020, in certain markets we also generate revenue from end-users. We charge a direct fee for use of the platform and in exchange for Delivery services. Additionally, we derive revenue from customers' use of Freight services. We periodically reassess our revenue recognition policies as new offerings become material, and business models and other factors evolve. Mobility and Delivery Agreements We primarily enter into Master Services Agreements (“MSA”) with Drivers and Merchants to use the platform. The MSA defines the service fee we charge Drivers and Merchants for each transaction. Upon acceptance of a transaction, Drivers and Merchants agree to perform the services as requested by an end-user. The acceptance of a transaction request combined with the MSA establishes enforceable rights and obligations for each transaction. A contract exists between us and the Drivers and Merchants after the Drivers and Merchants accept a transaction request and the Drivers’ and Merchants’ ability to cancel the transaction lapses. The Uber Service activities are performed to satisfy our sole performance obligation in the transaction, which is to connect Drivers and Merchants with end-users to facilitate the completion of a successful transaction. In 2020, we began charging Mobility end-users a fee to use the platform in certain markets. In these transactions, in addition to a performance obligation to Drivers, we also have a performance obligation to end-users, which is to connect end-users to Drivers in the marketplace. We recognize revenue when a trip is complete. We present revenue on a net basis for these transactions, as we do not control the service provided by Drivers to end-users. For the years ended December 31, 2020 and 2021, we recognized total revenue of $323 million and $336 million, respectively, associated with these fees charged to end-users. Additionally, during the first quarter of 2020, we modified our arrangements in certain markets and as a result, concluded we are responsible for delivery services to end-users in those markets. We have determined that in these transactions, Merchants and end-users are our customers and revenue from these contracts shall be recognized separately for each under ASC 606. We recognize delivery service revenue associated with our performance obligation over the contract term, which represents its performance over the period of time the delivery is occurring. For the year ended December 31, 2020, we recognized revenue from end-users of $91 million and cost of revenue, exclusive of depreciation and amortization of $439 million associated with these delivery transactions. For the year ended December 31, 2021, we recognized revenue from end-users of $710 million and cost of revenue, exclusive of depreciation and amortization of $2.4 billion associated with these delivery transactions. In all markets aside from the above two scenarios, end-users access the platform for free and we have no performance obligation to end-users. As a result, this class of end-users are not our customers. Principal vs. Agent Considerations Judgment is required in determining whether we are the principal or agent in transactions with Drivers, Merchants and end-users. We evaluate the presentation of revenue on a gross or net basis based on whether we control the service provided to the end-user and are the principal (i.e. “gross”), or we arrange for other parties to provide the service to the end-user and are an agent (i.e. “net”). This determination also impacts the presentation of incentives provided to Drivers and Merchants and discounts and promotions offered to end-users to the extent they are not customers. For the majority of Mobility and Delivery transactions, our role is to provide the Uber Service to Drivers and Merchants to facilitate a successful trip or Delivery service to end-users. We concluded we do not control the good or service provided by Drivers and Merchants to end-users as (i) we do not pre-purchase or otherwise obtain control of the Drivers’ and Merchants’ goods or services prior to its transfer to the end-user; (ii) we do not direct Drivers and Merchants to perform the service on our behalf, and (iii) we do not integrate services provided by Drivers and Merchants with our other services and then provide them to end-users. As part of our evaluation of control, we review other specific indicators to assist in the principal versus agent conclusions. We are not primarily responsible for Mobility and Delivery services provided to end-users, nor do we have inventory risk related to these services. While we facilitate setting the price for Mobility and Delivery services, the Drivers and Merchants and end-users have the ultimate discretion in accepting the transaction price and this indicator alone does not result in us controlling the services provided to end-users. In the vast majority of transactions with end-users, we act as an agent of the Driver or Merchant by connecting end-users seeking Mobility and Delivery services with Drivers and Merchants looking to provide these services. Drivers and Merchants are our customers and pay us a service fee for each successfully completed transaction with end-users. Accordingly, we recognize revenue on a net basis, representing the fee we expect to receive in exchange for us providing the service to Drivers and Merchants. In certain markets, we promise Delivery services to end-users for a fee and separately subcontract with Couriers to provide delivery services. In these markets, we are the principal for the Delivery services and present Delivery revenue on a gross basis because we are primarily responsible for the services. Mobility We derive our Mobility revenue primarily from service fees paid by Drivers for use of the platform and related service to connect with Riders and successfully complete a trip via the Platform. We recognize revenue when a trip is complete. Depending on the market where the trip is completed, the service fee is either a fixed percentage of the end-user fare or the difference between the amount paid by an end-user and the amount earned by Drivers. In markets where we earn the difference between the amount paid by an end-user and the amount earned by Drivers, end-users are quoted a fixed upfront price for ridesharing services while we pay Drivers based on actual time and distance for the ridesharing services provided. Therefore, we can earn a variable amount and may realize a loss on the transaction. We typically receive the service fee within a short period of time following the completion of a trip. In addition, end-users in certain markets have the option to pay cash for trips. On such trips, cash is paid by end-users to Drivers. We generally collect our service fee from Drivers for these trips by offsetting against any other amounts due to Drivers, including Drivers incentives, or via online payment methods. As we currently have limited means to collect our service fee for cash trips and cannot control whether Drivers will generate future amounts owed to them for offset, we concluded collectability of such amounts is not probable until collected. As such, uncollected service fees for cash trips are not recognized in the consolidated financial statements until collected from Drivers. Mobility revenue also includes immaterial revenue streams such as our financial partnerships products and Vehicle Solutions. Delivery We derive our Delivery revenue primarily from service fees paid by Couriers and Merchants for use of the platform and related service to successfully complete a meal delivery service on the platform. In certain markets, Delivery also includes offerings for grocery, alcohol and convenience store delivery as well as select other goods. We recognize revenue when a Delivery transaction is complete. In the majority of transactions, the service fee paid by Merchants is a fixed percentage of the meal price. The service fee paid by Couriers is the difference between the delivery fee amount paid by the end-user and the amount earned by the Couriers. End-users are quoted a fixed price for the meal delivery while we pay Couriers based on time and distance for the delivery. Therefore, we earn a variable amount on a transaction and may realize a loss on the transaction. We typically receive the service fee within a short period of time following the completion of a delivery. Freight We derive our Freight revenue from freight transportation services provided to Shippers. With the acquisition of Tupelo Parent, Inc. (“Transplace”) during the fourth quarter of 2021, our Freight revenue also includes revenue from transportation management. Refer to Note 18 – Business Combinations for further information on the Transplace acquisition. Brokerage Brokerage revenue represents the gross amount of fees charged to Shippers for our services because we control the service provided to customers. Costs incurred with carriers for Brokerage are recorded in cost of revenue. Shippers contract with us to utilize our network of independent freight carriers to transport freight. We enter into contracts with Shippers that define the price for each shipment and payment terms. Our acceptance of the shipment request establishes enforceable rights and obligations for each contract. By accepting the Shipper's order, we have responsibility for transportation of the shipment from origin to destination. We enter into separate contracts with independent freight carriers and are responsible for prompt payment of freight charges to the carrier regardless of payment by the Shipper. We invoice the Shipper upon satisfaction of our sole performance obligation to transport a Shipper’s freight using our network of independent freight carriers. We recognize revenue associated with our performance obligation over the contract term, which represents our performance over the period of time a shipment is in transit. While the transit period of our contracts can vary based on origin and destination, contracts still in transit at period end are not material. Payment for our services is generally due within 30 to 45 days upon receipt of invoice. Transportation Management We provide an integrated logistics and transportation service, which can include shipment planning, freight optimization, carrier assignment, load management, freight audit and payment processing and other related transportation services. Our sole performance obligation in these contracts is the integration of these services to transport the Shipper’s freight on a shipment-by-shipment basis. The majority of our transportation management revenue is recognized on a gross basis in the amount of gross fees charged to Shippers upon satisfaction of our performance obligation because we control the service provided to customers. Costs incurred with carriers for these transactions are recorded in cost of revenue. In transactions where we do not control the service provided to customers, we recognize revenue on a net basis. Revenue is recognized as our performance obligation is satisfied, which generally represents the transit period from origin to destination by a third-party carrier. While the transit period of our contracts can vary based on origin and destination, contracts still in transit at period end are not material. Payment for our services is generally due within 30 to 60 days upon completion of our performance obligation. Principal vs. Agent Considerations Judgment is required in determining whether we are the principal or agent in transactions with Shippers. For each contract entered into with a Shipper where we are responsible for identifying and directing independent freight carriers to transport the Shipper's goods, we control the service before it is transferred to the Shipper. We are primarily responsible for fulfilling the contract with the Shipper, including having discretion in selecting a qualified independent freight carrier that meets the Shipper's specifications. We also have pricing discretion and negotiate separately the price(s) charged to Shippers and amounts paid to carriers. Accordingly, we are the principal in these transactions. In certain arrangements, we do not control the service provided to customers and recognize the related revenue on a net basis. Contracts where we do not control the service before it is transferred to the Shipper are not material for the years ended December 31, 2019, 2020 and 2021. All Other Revenue E-Bikes and E-Scooters Prior to the second quarter of 2020, All Other revenue (formerly our Other Bets segment) consisted primarily of revenue from New Mobility products, which were derived from operating leases as defined within ASC 842. New Mobility refers to offerings and products that provided users access to rides through a variety of modes, including dockless e-bikes and e-scooters (“New Mobility”). Users contracted with us via a rental agreement at the inception of each trip. We were responsible for providing access to the e-bikes and e-scooters over the user’s desired period of use. We recorded lease payments received upon completion of each trip. After the JUMP Divestiture during the second quarter of 2020, revenue from New Mobility products, including dockless e-bikes, was no longer material. Refer to Note 19 – Divestitures for further information on the JUMP Divestiture. Advanced Technologies Group (“ATG”) and Other Technology Programs Collaboration Revenue In 2019, we entered into a three-year joint collaboration agreement with certain third parties to develop next–generation self-driving technology. Under this collaboration agreement, we received cash consideration over the three-year term. We have applied ASC 808, Collaborative Arrangements for recognition and presentation of the consideration received as collaboration revenue. Refer to Note 17 – Non-Controlling Interests for further information. Incentives to Customers Incentives provided to customers are recorded as a reduction of revenue if we do not receive a distinct good or service or cannot reasonably estimate the fair value of the good or service received. Incentives to customers that are not provided in exchange for a distinct good or service are evaluated as variable consideration, in the most likely amount to be earned by the customer at the time or as they are earned by customers, depending on the type of incentive. Since incentives are earned over a short period of time, there is limited uncertainty when estimating variable consideration. Incentives earned by customers for referring new customers are paid in exchange for a distinct service and are accounted for as customer acquisition costs. We expense such referral payments as incurred in sales and marketing expenses in the consolidated statements of operations. We apply the practical expedient under ASC 340-40-25-4 and expense costs to acquire new customer contracts as incurred because the amortization period would be one year or less. The amount recorded as an expense is the lesser of the amount of the incentive paid or the established fair value of the service received. Fair value of the service is established using amounts paid to vendors for similar services. The amounts paid to customers presented as sales and marketing expenses for the years ended December 31, 2019, 2020 and 2021 were immaterial. In some transactions, incentives and payments made to customers may exceed the revenue earned in the transaction. In these transactions, the resulting shortfall amount is recorded as a reduction of revenue. Advertising Revenue We derive the majority of our advertising revenue from sponsored listing fees paid by merchants and brands in exchange for advertising on our platform. Advertising revenue is recognized when an end-user engages with the sponsored listing based on the number of clicks. Revenue is presented on a gross basis in the amount billed to merchants as we control the advertisement before it is transferred to the end-user. End-User Discounts and Promotions We offer discounts and promotions to end-users (that are not our customers) to encourage use of our platform. These are offered in various forms of discounts and promotions and include: Targeted end-user discounts and promotions: These discounts and promotions are offered to a limited number of end-users in a market to acquire, re-engage, or generally increase end-users use of the Platform, and are akin to a coupon. An example is an offer providing a discount on a limited number of rides or meal deliveries during a limited time period. We record the cost of these discounts and promotions to end-users who are not our customers as sales and marketing expenses at the time they are redeemed by the end-user. End-user referrals: These referrals are earned when an existing end-user (the referring end-user) refers a new end-user (the referred end-user) to the platform and the new end-user who is not our customer takes their first ride on the platform. These referrals are typically paid in the form of a credit given to the referring end-user. These referrals are offered to attract new end-users to the Platform. We record the liability for these referrals and corresponding expenses as sales and marketing expenses at the time the referral is earned by the referring end-user. Market-wide promotions: These promotions are pricing actions in the form of discounts that reduce the end-user fare charged by Drivers and Merchants to end-users who are not our customers for all or substantially all Mobility or meal deliveries in a specific market. This also includes any discounts offered under our subscription offerings and certain discounts within the Uber Rewards programs, which enable End-users to receive a fixed fare or a discount on all eligible rides. Accordingly, we record the cost of these promotions as a reduction of revenue at the time the transaction is completed. Refunds We record refunds to end-users that we recover from Drivers and Merchants as a reduction of revenue. Refunds to end-users due to end-user dissatisfaction with the Platform are recorded as marketing expenses and reduce the accounts receivable amount associated with the corresponding transaction. Other We have elected to exclude from revenue, taxes assessed by a governmental authority that are both imposed on and are concurrent with specific revenue producing transactions, and collected from Drivers, Merchants and end-users and remitted to governmental authorities. Accordingly, such amounts are not included as a component of revenue or cost of revenue. Practical Expedients We have utilized the practical expedient available under ASC 606-10-50-14 and do not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. We have no significant financing components in our contracts with customers. |
Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation expense in accordance with the fair value recognition and measurement provisions of GAAP, which requires compensation cost for the grant-date fair value of stock-based awards to be recognized over the requisite service period. We account for forfeitures when they occur. The fair value of stock-based awards, granted or modified, is determined on the grant date (or modification or acquisition dates, if applicable) at fair value, using appropriate valuation techniques. Service-Based Awards We record stock-based compensation expense for service-based stock options and restricted stock units (“RSU(s)”) on a straight-line basis over the requisite service period, which is generally four years. For stock options with service-based vesting conditions only and stock purchase rights provided under our employee stock purchase plan, the valuation model, typically the Black-Scholes option-pricing model, incorporates various assumptions including expected stock price volatility, expected term and risk-free interest rates. We estimate the volatility of common stock on the date of grant based on the weighted-average historical stock price volatility of our own shares or comparable publicly traded companies in our industry group. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant with a term equal to the expected term. We estimate the expected term based on the simplified method for employee stock options considered to be “plain vanilla” options, as our historical share option exercise experience does not provide a reasonable basis upon which to estimate the expected term. We estimate the expected term for non-employees’ options based on the contractual term. U.S. The expected dividend yield is 0.0% as we have not paid and do not anticipate paying dividends on our common stock. Performance-Based Awards We have granted restricted common stock awards (“RSA(s)”), RSUs, stock appreciation rights (“SAR(s)”), stock options, and warrants that vest upon the satisfaction of both service-based and performance-based conditions. The service-based condition for these awards generally is satisfied over four years. The performance-based conditions generally are satisfied upon achieving specified performance targets, such as our financial or operating metrics, and/or the occurrence of a qualifying event, defined as the earlier of (i) the closing of certain specific liquidation or change in control transactions, or (ii) an initial public offering (“IPO”). We record stock-based compensation expense for performance-based equity awards such as RSAs, RSUs, SARs, and stock options on an accelerated attribution method over the requisite service period, which is generally four years, and only if performance-based conditions are considered probable to be satisfied. Prior to our IPO in May 2019, we had not recognized stock-based compensation expense for awards with performance-based conditions which include a qualifying event because the qualifying event described above had not yet occurred and was not considered probable. Upon the IPO, we recorded a cumulative one-time stock-based compensation expense of $3.6 billion, determined using the grant-date fair values. Stock-based compensation related to remaining service-based awards after the IPO is recorded over the remaining requisite service period. Refer to Note 11 – Stockholders' Equity for further information on our IPO. For performance-based awards and RSUs, we determine the grant-date fair value to be the fair value of our common stock on the grant date. For performance-based SARs, stock options, and warrants, we determine the grant-date fair value utilizing the valuation model as described above for service-based awards. Market-Based Awards We have granted RSUs and stock options that vest only upon the satisfaction of all the following conditions: service-based service conditions, performance-based conditions, and/or market-based conditions. The service-based condition for these awards generally is satisfied over four years. The performance-based conditions generally are satisfied upon achieving specified performance targets, such as the occurrence of a qualifying event, as described above for performance-based awards. The market-based conditions are satisfied upon our achievement of specified fully-diluted equity values, as determined based on our stock price. For market-based awards, we determine the grant-date fair value utilizing a Monte Carlo valuation model, which incorporates various assumptions including expected stock price volatility, expected term, risk-free interest rates, expected date of a qualifying event, and expected capital raise percentage. We estimate the volatility of common stock on the date of grant based on the weighted-average historical stock price volatility of comparable publicly-traded companies in its industry group. We estimate the expected term based on various exercise scenarios. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. Prior to our IPO in May 2019, we estimated the expected date of a qualifying event based on third-party valuations of our common stock and estimated the expected capital raise percentage based on management's expectations at the time of measurement of the award's value. We record stock-based compensation expense for market-based equity awards such as RSUs and stock options on an accelerated attribution method over the requisite service period, and only if performance-based conditions are considered probable to be satisfied. We determine the requisite service period by comparing the derived service period to achieve the market-based condition and the explicit service-based period, using the longer of the two service periods as the requisite service period. Employee Stock Purchase Plan (“ESPP”) We recognize stock-based expenses related to shares issued pursuant to our 2019 ESPP on a straight-line basis over the offering period. The ESPP provides for twelve-month offering periods, and each offering period includes two purchase periods of approximately six months. The ESPP allows eligible employees to purchase shares of our common stock at a 15 percent discount on the lower price of either (i) the offering period begin date or (ii) the purchase date. We estimate the fair value of shares to be issued under the ESPP based on a combination of options valued using the Black-Scholes option-pricing model. In 2019, we determine volatility over an expected term of six months based on our historical volatility and twelve months based on the average of our historical volatility and our peer group. In 2020 and 2021, we determine volatility over an expected term of six months and twelve months based on our historical volatility. We estimate the expected term based on the contractual term. Common Stock Fair Value Subsequent to our IPO in May 2019, the fair value of common stock was determined on the grant date using the closing price of our common stock. Prior to our IPO, the absence of an active market for our common stock required the Board of Directors, the members of which we believe have extensive business, finance and venture capital experience, to determine the fair value of our common stock for purposes of granting stock-based awards and for calculating stock-based compensation expense. We obtained contemporaneous third-party valuations to assist the Board of Directors in determining fair value. These contemporaneous third-party valuations used the methodologies, approaches and assumptions consistent with the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation . |
Income Taxes | Income Taxes We account for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our consolidated financial statements. We account for uncertainty in tax positions recognized in the consolidated financial statements by recognizing a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized. We recognize accrued interest and penalties related to unrecognized tax benefits in the provision for (benefit from) income taxes in the consolidated statements of operations. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more-likely-than-not expected to be realized based on the weighting of positive and negative evidence. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under the applicable tax law. We regularly review the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies. Our judgment regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute the business plans and/or tax planning strategies. Should there be a change in the ability to recover deferred tax assets, our income tax provision would increase or decrease in the period in which the assessment is changed. We elected the tax law ordering approach in assessing the realizability of net operating losses expected to offset future Global Intangible Low-taxed Income (“GILTI”). We have elected to treat any potential GILTI inclusions as a period cost. The establishment of deferred tax assets from intra-entity transfers of intangible assets requires management to make significant estimates and assumptions to determine the fair value of such intangible assets. Significant estimates in valuing intangible assets may include, but are not necessarily limited to, internal revenue and expense forecasts, the estimated life of the intangible assets, comparable transaction values, and/or discount rates. The discount rates used to discount expected future cash flows to present value are derived from a weighted-average cost of capital analysis and are adjusted to reflect the inherent risks related to the cash flow. Although we believe the assumptions and estimates utilized are reasonable and appropriate, they are based, in part, on historical experience, internal and external comparable data and are inherently uncertain. Unanticipated events and circumstances may occur that could affect either the accuracy or validity of such assumptions, estimates or actual results. |
Cost of Revenue | Cost of revenue, exclusive of depreciation and amortization, primarily consists of certain insurance costs related to our Mobility and Delivery offerings, credit card processing fees, bank fees, data center and networking expenses, mobile device and service costs, costs incurred for certain Delivery transactions where we are primarily responsible for delivery services and pay Couriers for services provided, costs incurred with carriers for Uber Freight transportation services, amounts related to fare chargebacks and other credit card losses |
Operations and Support Expenses | Operations and support expenses primarily consist of compensation costs, including stock-based compensation, for employees that support operations in cities, including the general managers, Driver operations, platform user support representatives and community managers. Also included is the cost of customer support, Driver background checks and the allocation of certain corporate costs. |
Sales and Marketing Expenses | Sales and marketing expenses primarily consist of compensation costs, including stock-based compensation to sales and marketing employees, advertising costs, product marketing costs and discounts, loyalty programs, promotions, refunds, and credits provided to end-users who are not customers, and the allocation of certain corporate costs. We expense advertising and other promotional expenditures as incurred. |
Research and Development Expenses | Research and development expenses primarily consist of compensation costs, including stock-based compensation, for employees in engineering, design and product development. Expenses includes ATG and Other Technology Programs development expenses prior to the divestiture of our ATG business in January 2021, as well as expenses associated with ongoing improvements to, and maintenance of, existing products and services, and allocation of certain corporate costs. |
General and Administrative Expenses | General and administrative expenses primarily consist of compensation costs, including stock-based compensation, for executive management and administrative employees, including finance and accounting, human resources, policy and communications, legal, and certain impairment charges, as well as allocation of certain corporate costs, occupancy, and general corporate insurance costs. General and administrative expenses also include certain legal settlements. |
Depreciation and Amortization Expenses | Depreciation and amortization expenses primarily consist of depreciation on buildings, site improvements, computer and network equipment, software, leasehold improvements, furniture and fixtures, and amortization of intangible assets. |
Restructuring and Related Charges | Restructuring and Related Charges Costs associated with management-approved restructuring activities, including reductions in headcount, exiting a market or consolidation of facilities are recognized when they are incurred and may include employee termination benefits, impairment of long-lived assets (including impairment of operating lease right-of-use assets), contract termination costs and accelerated lease cost for right-of-use assets that ceased to be used. We record a liability for employee termination benefits either when it is probable that an employee is entitled to them and the amount of the benefits can be reasonably estimated or when management has communicated the termination plan to employees and all of the following conditions have been met: management, having the authority to approve the action, commits to a plan of termination; the plan identifies the number of employees to be terminated, their job classifications and their locations, and the expected completion date; the plan establishes the terms of the benefit arrangement in sufficient detail to enable employees to determine the type and amount of benefits they will receive if they are involuntarily terminated; and actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. We accrue for costs to terminate contracts other than a lease when we terminate the contract in accordance with the contract terms. Costs that will continue to be incurred for the remaining term of a contract that is not a lease, and provide no economic benefits to us are recognized at the cease-use date. Costs associated with lease contracts are accounted for under the leasing accounting guidance or under the long-lived assets accounting guidance. |
Foreign Currency | Foreign Currency The functional currency of our foreign subsidiaries is the local currency or U.S. dollar depending on the nature of the subsidiaries’ activities. Monetary assets and liabilities, and transactions denominated in currencies other than the functional currency are remeasured to the functional currency at the exchange rate in effect at the end of the period and are recorded in the current period consolidated statement of operations. Gains and losses resulting from remeasurement are recorded in foreign exchange gains (losses), net within other income (expense), net in the consolidated statements of operations. Subsidiary assets and liabilities with non-U.S. dollar functional currencies are translated at the month-end rate, retained earnings and other equity items are translated at historical rates, and revenues and expenses are translated at average exchange rates during the year. Cumulative translation adjustments are recorded within accumulated other comprehensive income (loss), a separate component of total equity (deficit). |
Net Income (Loss) Per Share Attributable to Common Stockholders | Net Income (Loss) Per Share Attributable to Common Stockholders We compute net income (loss) per share using the two-class method required for participating securities. The two-class method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. Our restricted common stock, and common stock issued upon early exercise of stock options are participating securities. We consider restricted common stock and any shares issued upon early exercise of stock options, subject to repurchase, to be participating securities because holders of such shares have non-forfeitable dividend rights in the event a cash dividend is declared on common stock. Prior to conversion to common stock upon our IPO, the holders of the redeemable convertible preferred stock would have been entitled to dividends in preference to common shareholders, at specified rates, if declared. Then any remaining earnings would be distributed to the holders of common stock, restricted common stock, common stock issued upon early exercise of stock options, and the holders of the redeemable convertible preferred stock on a pro-rata basis assuming conversion of all redeemable convertible preferred stock into common stock. These participating securities did not contractually require the holders of such shares to participate in our losses. |
Insurance Reserves | Insurance Reserves We use a combination of third-party insurance and self-insurance mechanisms, including a wholly-owned captive insurance subsidiary, to provide for the potential liabilities for certain risks, including auto liability, uninsured and underinsured motorist, auto physical damage, general liability, and workers’ compensation. The insurance reserves is the liability for unpaid losses and loss adjustment expenses, which represents the estimate of the ultimate unpaid obligation for risks retained by us and includes an amount for case reserves related to reported claims and an amount for losses incurred but not reported as of the balance sheet date. The estimate of the ultimate unpaid obligation utilizes generally accepted actuarial methods applied to historical claim and loss experience. In addition, we use assumptions based on actuarial judgment related to claim and loss development patterns and expected loss costs, which consider frequency trends, severity trends, and relevant industry data. These reserves are continually reviewed and adjusted as experience develops and new information becomes known. Adjustments, if any, relating to accidents that occurred in prior years are reflected in the current year results of operations. Reserve amounts estimated to be settled within one year are recorded in short-term insurance reserves, with longer term settlements recorded in long-term insurance reserves on the consolidated balance sheets. While management believes that the insurance reserve amount is adequate, the ultimate liability may be in excess of, or less than, the amount provided. All estimates of ultimate losses and allocated loss adjustment expenses, and of resulting reserves, are subject to inherent variability caused by the nature of the insurance claim settlement process. Such variability is increased for us due to limited historical experience and the nature of the coverage provided. Actual results depend upon the outcome of future contingent events and can be affected by many factors, such as claims settlement processes and changes in the economic, legal, and social environments. As a result, the net amounts that will ultimately be paid to settle the liability and when these amounts will be paid may vary from the estimate provided on the consolidated balance sheets. |
Loss Contingencies | Loss Contingencies We are involved in legal proceedings, claims, and regulatory, indirect tax examinations or government inquiries and investigations that may arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. We record a liability when we believe that it is both probable that a loss has been incurred and the amount can be reasonably estimated. If we determine that a loss is reasonably possible and the loss or range of loss can be reasonably estimated, we disclose the possible loss in the consolidated financial statements. We review the developments in our contingencies that could affect the amount of the provisions that have been previously recorded, and the matters and related reasonably possible losses disclosed. We make adjustments to our provisions and changes to our disclosures accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information. Significant judgment is required to determine both the probability and the estimated amount of loss. The outcomes of litigation, indirect tax examinations and investigations are 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, financial condition, or cash flows, including in a particular reporting period in which any such outcome becomes probable and estimable, could be materially adversely affected. We recognize estimated losses from contingencies that relate to proceedings in which Drivers are the plaintiffs, or proceedings and regulatory penalties against Drivers for which we elect to either pay on behalf of or reimburse Drivers, as a reduction of revenue in the consolidated statements of operations. All other estimated losses from contingencies are recognized in general and administrative expenses. Legal fees and other costs associated with such actions are expensed as incurred. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In January 2020, the FASB issued ASU 2020-01, “Investments-Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815,” which clarifies the interaction of the accounting for equity investments under Topic 321 and investments accounted for under the equity method of accounting in Topic 323 and the accounting for certain forward contracts and purchased options accounted for under Topic 815. We adopted the new standard on January 1, 2021 on a prospective basis. The adoption of the new standard did not have a material impact on our consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity,” which reduced the number of models used to account for convertible instruments, amends the accounting for certain contracts in an entity’s own equity that would have been previously been accounted for as derivatives and modifies the diluted earnings per share calculations for convertible instruments. We early adopted the new standard on January 1, 2021 on a modified retrospective basis. Refer to Note 8 – Long-Term Debt and Revolving Credit Arrangements for the impact of adoption on our 2025 Convertible Notes and Note 13 – Net Income (Loss) Per Share for the impact on our earnings per share calculation. Recently Issued Accounting Pronouncements Not Yet Adopted In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” which requires entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination as if it had originated the contracts. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Early adoption is permitted. We are currently evaluating the impact of this accounting standard update on our consolidated financial statements. In November 2021, the FASB issued ASU 2021-10, “Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance,” which requires disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy. The standard is effective for public companies for fiscal years beginning after December 15, 2021. Early adoption is permitted. We are currently evaluating the impact of this accounting standard update on our consolidated financial statements. |
Description of Business and S_3
Description of Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | The reconciliation of cash and cash equivalents and restricted cash and cash equivalents to amounts presented in the consolidated statements of cash flows are as follows (in millions): As of December 31, 2019 2020 2021 Cash and cash equivalents $ 10,873 $ 5,647 $ 4,295 Restricted cash and cash equivalents - current 99 250 631 Restricted cash and cash equivalents - non-current 1,095 1,494 2,879 Total cash and cash equivalents, and restricted cash and cash equivalents $ 12,067 $ 7,391 $ 7,805 |
Schedule of Restricted Cash and Cash Equivalents | The reconciliation of cash and cash equivalents and restricted cash and cash equivalents to amounts presented in the consolidated statements of cash flows are as follows (in millions): As of December 31, 2019 2020 2021 Cash and cash equivalents $ 10,873 $ 5,647 $ 4,295 Restricted cash and cash equivalents - current 99 250 631 Restricted cash and cash equivalents - non-current 1,095 1,494 2,879 Total cash and cash equivalents, and restricted cash and cash equivalents $ 12,067 $ 7,391 $ 7,805 |
Schedule of Useful Lives of Property and Equipment, Net | Depreciation and amortization is computed using the straight‑line method over the estimated useful lives of the assets, which are as follows: Property and Equipment Estimated Useful Life Land Indefinite Buildings 30-45 years Site improvements 5-15 years Leased vehicles 3-10 years Computer equipment 3-5 years Furniture and fixtures 3-5 years Dockless e-bikes 3 years Internal-use software 2 years Leased computer equipment Shorter of estimated useful life or lease term Leasehold improvements Shorter of estimated useful life or lease term The components of property and equipment, net as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Land $ 66 $ 65 Building and site improvements 711 737 Leasehold improvements 435 594 Computer equipment 560 468 Leased computer equipment 596 650 Leased vehicles 6 7 Internal-use software 203 258 Furniture and fixtures 83 99 Dockless e-bikes — — Construction in progress 170 157 Total 2,830 3,035 Less: Accumulated depreciation and amortization (1,016) (1,182) Property and equipment, net $ 1,814 $ 1,853 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue is presented in the following tables for the years ended December 31, 2019, 2020 and 2021, respectively (in millions): Year Ended December 31, 2019 2020 2021 Mobility revenue (1) $ 10,707 $ 6,089 $ 6,953 Delivery revenue (1) 1,401 3,904 8,362 Freight revenue 731 1,011 2,132 All Other revenue 161 135 8 Total revenue $ 13,000 $ 11,139 $ 17,455 (1) We offer subscription memberships to end-users including Uber One, Uber Pass, Rides Pass, and Eats Pass (“Subscription”). We recognize Subscription fees ratably over the life of the pass. We allocate Subscription fees earned to Mobility and Delivery revenue on a proportional basis, based on usage for each offering during the respective period. Year Ended December 31, 2019 2020 2021 United States and Canada $ 8,465 $ 6,611 $ 10,094 Latin America ("LatAm") 1,862 1,295 1,417 Europe, Middle East and Africa ("EMEA") 1,852 2,086 3,213 Asia Pacific ("APAC") 821 1,147 2,731 Total revenue $ 13,000 $ 11,139 $ 17,455 |
Schedule of Remaining Performance Obligation | Our remaining performance obligation for contracts with an original expected length of greater than one year is expected to be recognized as follows (in millions): Less Than or Greater Than Total As of December 31, 2021 $ 26 $ 131 $ 157 |
Investments and Fair Value Me_2
Investments and Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Investments | Our investments on the consolidated balance sheets consisted of the following as of December 31, 2020 and 2021 (in millions): As of December 31, 2020 2021 Classified as short-term investments: Marketable debt securities (1) : Commercial paper $ 457 $ — U.S. government and agency securities 429 — Corporate bonds 294 — Short-term investments $ 1,180 $ — Classified as investments: Non-marketable equity securities: Didi $ 6,299 $ — Other (2) 329 315 Non-marketable debt securities: Grab 2,341 — Marketable equity securities Didi — 2,838 Grab — 3,821 Aurora — 3,388 Other — 1,312 Notes receivable from a related party (2), (3) 83 132 Investments $ 9,052 $ 11,806 (1) Excluding marketable debt securities classified as cash equivalents and restricted cash equivalents. (2) These balances include certain investments recorded at fair value with changes in fair value recorded in earnings due to the election of the fair value option of accounting for financial instruments. (3) Consists of the Lime Convertible Note. Neutron Holdings, Inc. (“Lime”) is considered a related party as a result of our investment in Lime Common Stock. For further information, see the section titled “2020 Lime Investments” below and Note 19 – Divestitures. |
Schedule of Assets and Liabilities Measured on Recurring Basis | The following table presents our financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in millions): As of December 31, 2020 As of December 31, 2021 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Financial Assets Money market funds $ 2,386 $ — $ — $ 2,386 $ — $ — $ — $ — Commercial paper — 611 — 611 — — — — U.S. government and agency securities — 542 — 542 — — — — Corporate bonds — 323 — 323 — — — — Non-marketable debt securities — — 2,341 2,341 — — — — Non-marketable equity securities — — 52 52 — — 32 32 Marketable equity securities — — — — 11,359 — — 11,359 Notes receivable from a related party — — 83 83 — — 132 132 Total financial assets $ 2,386 $ 1,476 $ 2,476 $ 6,338 $ 11,359 $ — $ 164 $ 11,523 Financial Liabilities MLU B.V. Call Option (1) $ — $ — $ — $ — $ — $ — $ 193 $ 193 Total financial liabilities $ — $ — $ — $ — $ — $ — $ 193 $ 193 |
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis | The following table summarizes the amortized cost, unrealized gains and losses, allowance for credit loss, and fair value of our debt securities at fair value on a recurring basis (in millions): As of December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Allowance for Credit Loss Fair Value Commercial paper $ 611 $ — $ — $ — $ 611 U.S. government and agency securities 542 — — — 542 Corporate bonds 322 1 — — 323 Non-marketable debt securities 2,281 60 — — 2,341 Total $ 3,756 $ 61 $ — $ — $ 3,817 |
Debt Securities, Available-for-sale, Allowance for Credit Loss | The following table presents information about the allowance for credit losses on debt securities (in millions): Non-marketable Balance as of January 1, 2020 $ — Impact due to adoption of ASU 2016-13 — Credit losses on securities for which credit losses were not previously recorded (173) Decrease to allowance for credit loss previously recorded 173 Balance as of December 31, 2020 $ — |
Schedule of Equity Method Investments | Summarized financial information for Aurora for the nine months ended September 30, 2021, the most recent period available, is as follows (in millions): Results of Operations Data Nine Months Ended September 30, 2021 Revenue $ 55 Total operating expenses 557 Loss from operations (502) Net loss (504) Balance Sheet Data As of September 30, 2021 Current assets $ 665 Total assets 2,671 Current liabilities 75 Total liabilities 219 Redeemable convertible preferred stock 2,161 The carrying value of our equity method investments as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 MLU B.V. $ 1,001 $ 751 Mission Bay 3 & 4 (1) 41 38 Other 37 11 Equity method investments $ 1,079 $ 800 (1) Refer to Note 16 – Variable Interest Entities for further information. The table below provides the composition of the basis difference as of December 31, 2021 (in millions): As of December 31, 2021 Equity method goodwill $ 545 Intangible assets, net of accumulated amortization 54 Deferred tax liabilities (12) Cumulative currency translation adjustments (107) Basis difference $ 480 |
Schedule of Fair Value Assumptions on Significant Unobservable Inputs | The following table summarizes information about the significant unobservable inputs used in the fair value measurement for our Grab investment as of December 31, 2020: Fair value method Relative weighting Key unobservable input Financing transactions 100% Transaction price per share $6.16 Volatility 53% Estimated time to liquidity 1.75 years |
Schedule of Reconciliation Using Significant Unobservable Inputs, Assets | The following table presents a reconciliation of our financial assets measured and recorded at fair value on a recurring basis as of as of December 31, 2020 and 2021, using significant unobservable inputs (Level 3) (in millions): Non-marketable Non-marketable Notes Receivable MLU B.V. Call Option Balance as of December 31, 2019 $ 2,370 $ 98 $ — $ — Total net gains (losses) Included in earnings (28) (89) (8) — Included in other comprehensive income (loss) 2 — — — Purchases 3 65 91 — Sales (6) (22) — — Balance as of December 31, 2020 2,341 52 83 — Total net gains (losses) Included in earnings — 553 (1) (37) Included in other comprehensive income (loss) 2,724 — — — Purchases — 1,677 50 — Issuance — — — 230 Transfers to Level 1 (5,065) (2,250) — — Balance as of December 31, 2021 $ — $ 32 $ 132 $ 193 |
Schedule of Securities without Readily Determinable Fair Value | The following table presents a reconciliation of our financial assets measured and recorded at fair value on a recurring basis as of as of December 31, 2020 and 2021, using significant unobservable inputs (Level 3) (in millions): Non-marketable Non-marketable Notes Receivable MLU B.V. Call Option Balance as of December 31, 2019 $ 2,370 $ 98 $ — $ — Total net gains (losses) Included in earnings (28) (89) (8) — Included in other comprehensive income (loss) 2 — — — Purchases 3 65 91 — Sales (6) (22) — — Balance as of December 31, 2020 2,341 52 83 — Total net gains (losses) Included in earnings — 553 (1) (37) Included in other comprehensive income (loss) 2,724 — — — Purchases — 1,677 50 — Issuance — — — 230 Transfers to Level 1 (5,065) (2,250) — — Balance as of December 31, 2021 $ — $ 32 $ 132 $ 193 The following table summarizes information about the significant unobservable inputs used in the valuation for our investment in Didi as of March 31, 2020: Fair value method Key unobservable input CSE Market adjustment (20)% OPM Volatility 39% Estimated time to liquidity 2.0 years Market adjustment (40)% |
Schedule of Securities without Readily Determinable Fair Value | The following is a summary of unrealized gains and losses from remeasurement (referred to as upward or downward adjustments) recorded in other income (expense), net in the consolidated statements of operations, and included as adjustments to the carrying value of non-marketable equity securities held during the years ended December 31, 2019, 2020 and 2021 based on the observable price in an orderly transaction for the same or similar security of the same issuers (in millions): Year Ended December 31, 2019 2020 2021 Upward adjustments $ — $ — $ 71 Downward adjustments (including impairment) — (1,690) — Total unrealized gain (loss) for non-marketable equity securities $ — $ (1,690) $ 71 The following table summarizes the total carrying value of our non-marketable equity securities measured at fair value on a non-recurring basis held as of December 31, 2020 and 2021 including cumulative unrealized upward and downward adjustments made to the initial cost basis of the securities (in millions): As of December 31, 2020 2021 Initial cost basis $ 6,282 $ 279 Upward adjustments 1,984 4 Downward adjustments (including impairment) (1,690) — Total carrying value at the end of the period $ 6,576 $ 283 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | Summarized financial information for Aurora for the nine months ended September 30, 2021, the most recent period available, is as follows (in millions): Results of Operations Data Nine Months Ended September 30, 2021 Revenue $ 55 Total operating expenses 557 Loss from operations (502) Net loss (504) Balance Sheet Data As of September 30, 2021 Current assets $ 665 Total assets 2,671 Current liabilities 75 Total liabilities 219 Redeemable convertible preferred stock 2,161 The carrying value of our equity method investments as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 MLU B.V. $ 1,001 $ 751 Mission Bay 3 & 4 (1) 41 38 Other 37 11 Equity method investments $ 1,079 $ 800 (1) Refer to Note 16 – Variable Interest Entities for further information. The table below provides the composition of the basis difference as of December 31, 2021 (in millions): As of December 31, 2021 Equity method goodwill $ 545 Intangible assets, net of accumulated amortization 54 Deferred tax liabilities (12) Cumulative currency translation adjustments (107) Basis difference $ 480 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment, Net | Depreciation and amortization is computed using the straight‑line method over the estimated useful lives of the assets, which are as follows: Property and Equipment Estimated Useful Life Land Indefinite Buildings 30-45 years Site improvements 5-15 years Leased vehicles 3-10 years Computer equipment 3-5 years Furniture and fixtures 3-5 years Dockless e-bikes 3 years Internal-use software 2 years Leased computer equipment Shorter of estimated useful life or lease term Leasehold improvements Shorter of estimated useful life or lease term The components of property and equipment, net as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Land $ 66 $ 65 Building and site improvements 711 737 Leasehold improvements 435 594 Computer equipment 560 468 Leased computer equipment 596 650 Leased vehicles 6 7 Internal-use software 203 258 Furniture and fixtures 83 99 Dockless e-bikes — — Construction in progress 170 157 Total 2,830 3,035 Less: Accumulated depreciation and amortization (1,016) (1,182) Property and equipment, net $ 1,814 $ 1,853 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Components of Lease Expense and Supplemental Cash Flow Information | The components of our lease expense were as follows (in millions): Year Ended December 31, 2019 2020 2021 Lease cost Finance lease cost: Amortization of assets $ 150 $ 199 $ 217 Interest of lease liabilities 15 16 12 Operating lease cost (1) 321 482 299 Short-term lease cost 28 17 7 Variable lease cost 100 109 96 Sublease income (2) (2) (5) Total lease cost $ 612 $ 821 $ 626 (1) We exited certain leased offices, primarily due to the City of San Francisco’s extended shelter-in-place orders and our restructuring activities, resulting in accelerated lease cost of $118 million for the year ended December 31, 2020. Supplemental cash flow information related to leases was as follows (in millions): Year Ended December 31, 2019 2020 2021 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 12 $ 14 $ 11 Operating cash flows from operating leases 275 250 297 Financing cash flows from financing leases 138 224 226 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 918 $ 202 $ 273 Finance lease liabilities 251 196 184 |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases was as follows (in millions, except lease term and discount rate): As of December 31, 2020 2021 Operating Leases Operating lease right-of-use assets $ 1,274 $ 1,388 Operating lease liability, current $ 175 $ 185 Operating lease liabilities, non-current 1,544 1,644 Total operating lease liabilities $ 1,719 $ 1,829 As of December 31, 2020 2021 Finance Leases Property and equipment, at cost $ 596 $ 650 Accumulated depreciation (303) (390) Property and equipment, net $ 293 $ 260 Other current liabilities $ 177 $ 191 Other long-term liabilities 120 43 Total finance leases liabilities $ 297 $ 234 As of December 31, 2020 2021 Weighted-average remaining lease term Operating leases 16 years 15 years Finance leases 2 years 2 years Weighted-average discount rate Operating leases 7.0 % 6.7 % Finance leases 5.4 % 4.2 % |
Maturity of Lease Liabilities, Operating | Maturities of lease liabilities were as follows (in millions): As of December 31, 2021 Operating Leases Finance Leases 2022 $ 280 $ 140 2023 312 60 2024 264 34 2025 214 9 2026 198 — Thereafter 2,067 1 Total undiscounted lease payments 3,335 244 Less: imputed interest (1,506) (10) Total lease liabilities $ 1,829 $ 234 |
Maturity of Lease Liabilities, Finance | Maturities of lease liabilities were as follows (in millions): As of December 31, 2021 Operating Leases Finance Leases 2022 $ 280 $ 140 2023 312 60 2024 264 34 2025 214 9 2026 198 — Thereafter 2,067 1 Total undiscounted lease payments 3,335 244 Less: imputed interest (1,506) (10) Total lease liabilities $ 1,829 $ 234 Future minimum payments related to the financing obligations as of December 31, 2021 are summarized below (in millions) : Future Minimum Payments Fiscal Year Ending December 31, 2022 $ 6 2023 6 2024 6 2025 7 2026 7 Thereafter 813 Total $ 845 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Value of Goodwill by Segment | The following table presents the changes in the carrying value of goodwill by segment for the years ended December 31, 2020 and 2021 (in millions): As Previously Reported (1) ATG and Other Technology Programs Mobility Delivery Freight All Other Total Goodwill Balance as of January 1, 2020 $ 29 $ 25 $ 13 $ — $ 100 $ 167 Acquisitions — 2,574 3,533 — — 6,107 Goodwill impairment — — — — (100) (100) Reclass to Assets held for sale (29) — — — — (29) Foreign currency translation adjustment — (37) 1 — — (36) Balance as of December 31, 2020 — 2,562 3,547 — — 6,109 Acquisitions — 127 672 1,438 — 2,237 Goodwill impairment — (73) — — — (73) Measurement period adjustment (2) — (1) 189 — — 188 Foreign currency translation adjustment — (34) (7) — — (41) Balance as of December 31, 2021 $ — $ 2,581 $ 4,401 $ 1,438 $ — $ 8,420 (1) Prior to the first quarter of 2021, we had four reportable segments, Mobility, Delivery, Freight, and ATG and Other Technology Programs. In the first quarter of 2021, we determined there are three operating and reportable segments: Mobility, Delivery, and Freight. Refer to Note 14 - Segment Information and Geographic Information for further information. (2) Refer to Note 18 – Business Combinations. |
Schedule of Finite-Lived Intangible Assets | The components of intangible assets, net as of December 31, 2020 and 2021 were as follows (in millions except years): Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Remaining Useful Life - Years December 31, 2020 Consumer, Merchant and other relationships $ 1,007 $ (81) $ 926 8 Developed technology (1) 529 (69) 460 2 Trade names and trademarks 183 (16) 167 7 Patents 15 (6) 9 8 Other 5 (3) 2 0 Intangible assets $ 1,739 $ (175) $ 1,564 Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Remaining Useful Life - Years December 31, 2021 Consumer, Merchant and other relationships $ 1,868 $ (294) $ 1,574 9 Developed technology (1) 922 (269) 653 5 Trade names and trademarks 222 (47) 175 6 Patents 15 (7) 8 7 Other 5 (3) 2 0 Intangible assets $ 3,032 $ (620) $ 2,412 (1) Developed technology intangible assets include in-process research and development (“IPR&D”), which is not subject to amortization, of $55 million as of December 31, 2020. There was no IPR&D included in developed technology intangible assets as of December 31, 2021. |
Schedule of Future Amortization Expense | The estimated aggregate future amortization expense for intangible assets subject to amortization as of December 31, 2021 is summarized below (in millions): Estimated Future Amortization Expense Year Ending December 31, 2022 $ 524 2023 361 2024 303 2025 265 2026 202 Thereafter 757 Total $ 2,412 |
Definite-Lived Intangible and Long-Lived Asset Impairment Charges | The following table presents the definite-lived intangible and long-lived asset impairment charges recorded in the consolidated statements of operations by asset class during the years ended December 31, 2020 and 2021 (in millions): Year Ended December 31, 2020 2021 Intangible assets $ 23 $ 23 Property and equipment 154 17 Operating lease right-of-use assets (1) 94 3 Total $ 271 $ 43 |
Long-Term Debt and Revolving _2
Long-Term Debt and Revolving Credit Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Debt | Components of debt, including the associated effective interest rates were as follows (in millions, except for percentages): As of December 31, 2020 2021 Effective Interest Rates Maturities 2016 Senior Secured Term Loan $ 1,101 $ — — % — 2018 Senior Secured Term Loan 1,463 — — % — 2025 Refinanced Term Loan — 1,448 3.8 % April 4, 2025 2027 Refinanced Term Loan — 1,090 3.8 % February 25, 2027 2025 Senior Note 1,000 1,000 7.7 % May 15, 2025 2026 Senior Note 1,500 1,500 8.1 % November 1, 2026 2027 Senior Note 1,200 1,200 7.7 % September 15, 2027 2028 Senior Note 500 500 7.0 % January 15, 2028 2029 Senior Note — 1,500 4.7 % August 15, 2029 2025 Convertible Note 1,150 1,150 0.2 % December 15, 2025 Total debt 7,914 9,388 Less: unamortized discount and issuance costs (327) (85) Less: current portion of long-term debt (27) (27) Total long-term debt $ 7,560 $ 9,276 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table presents the fair values of our Senior Notes as of December 31, 2021, and were determined based on quoted prices in markets that are not active, which is considered a Level 2 valuation input (in millions): As of December 31, 2021 2025 Senior Note $ 1,052 2026 Senior Note 1,602 2027 Senior Note 1,305 2028 Senior Note 537 2029 Senior Note 1,533 Total $ 6,029 |
Future Principal Payments | The future principal payments for our long-term debt as of December 31, 2021 is summarized as follows (in millions): Future Minimum Payments Year Ending December 31, 2022 $ 27 2023 27 2024 27 2025 3,564 2026 1,512 Thereafter 4,231 Total $ 9,388 |
Schedule of Debt Expense | The following table presents the amount of interest expense recognized relating to the contractual interest coupon, amortization of the debt discount and issuance costs with respect to our long term debt, and an 8.0% internal rate of return (“IRR payout”) which was accruing on our 2022 Convertible Notes that converted into shares of common stock upon the close of our IPO in 2019, for the years ended December 31, 2019, 2020 and 2021 (in millions): Year Ended December 31, 2019 2020 2021 Contractual interest coupon $ 439 $ 449 $ 464 Amortization of debt discount and issuance costs 82 14 16 8% IRR payout 26 — — Total interest expense from long-term debt $ 547 $ 463 $ 480 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Carrying Value of Assets and Liabilities Classified as Held-for-sale | The following table summarizes the carrying values of the assets and liabilities classified as held for sale as of December 31, 2020 (in millions): December 31, 2020 ATG Assets held for sale Cash and cash equivalents $ 349 Prepaid expenses and other current assets 2 Investments 2 Operating lease right-of-use assets 26 Property and equipment, net 78 Intangibles 31 Goodwill 29 Total assets held for sale 517 Liabilities held for sale Accounts payable 8 Accrued and other current liabilities 66 Operating lease liabilities, current 6 Operating lease liabilities, non-current 20 Total liabilities held for sale 100 Net assets held for sale $ 417 The following table presents the gain on sale of the ATG Business (in millions): Year Ended December 31, 2021 Fair value of common shares received $ 1,277 Derecognition of ATG Business' non-controlling interests 1,057 Liability recognized for future obligations (315) Net consideration received for sale of the ATG Business 2,019 Carrying value of net assets transferred (375) Gain on the sale of the ATG Business $ 1,644 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Prepaid expenses $ 407 $ 459 Other receivables 464 553 Other 344 442 Prepaid expenses and other current assets $ 1,215 $ 1,454 |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Accrued legal, regulatory and non-income taxes $ 1,811 $ 2,187 Accrued Drivers and Merchants liability 651 1,187 Income and other tax liabilities 203 376 Unsecured convertible notes in connection with Careem acquisition 348 — Commitment to issue unsecured convertible notes in connection with Careem acquisition 303 238 Other 1,796 2,549 Accrued and other current liabilities $ 5,112 $ 6,537 |
Other Long-Term Liabilities | Other long-term liabilities as of December 31, 2020 and 2021 were as follows (in millions): As of December 31, 2020 2021 Deferred tax liabilities $ 818 $ 365 Other 488 570 Other long-term liabilities $ 1,306 $ 935 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in composition of accumulated other comprehensive income (loss), net of tax, for the years ended December 31, 2019, 2020 and 2021 were as follows (in millions): Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2018 $ (228) $ 40 $ (188) Other comprehensive income (loss) before reclassifications (3) 4 1 Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) (3) 4 1 Balance as of December 31, 2019 $ (231) $ 44 $ (187) Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2019 $ (231) $ 44 $ (187) Other comprehensive income (loss) before reclassifications (350) 2 (348) Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) (350) 2 (348) Balance as of December 31, 2020 $ (581) $ 46 $ (535) Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2020 $ (581) $ 46 $ (535) Other comprehensive income before reclassifications 57 2,562 2,619 Amounts reclassified from accumulated other comprehensive income (1) — (2,608) (2,608) Other comprehensive income (loss) 57 (46) 11 Balance as of December 31, 2021 $ (524) $ — $ (524) (1) The amounts reclassified from accumulated other comprehensive income are recorded in other income (expense), net and the related tax impact of $176 million is recorded in provision for (benefit from) income taxes on the consolidated statement of operations. |
Other Income (Expense), Net | The components of other income (expense), net, for the years ended December 31, 2019, 2020 and 2021 were as follows (in millions): Year Ended December 31, 2019 2020 2021 Interest income $ 234 $ 55 $ 37 Foreign currency exchange gains (losses), net (40) (128) (67) Gain on business divestitures, net (1) — 204 1,684 Gain from sale of investments (2) — — 413 Unrealized gain (loss) on debt and equity securities, net (3) 2 (125) 1,142 Impairment of debt and equity securities (4) — (1,690) — Change in fair value of embedded derivatives 58 — — Gain on extinguishment of convertible notes and settlement of derivatives (5) 444 — — Other, net 24 59 83 Other income (expense), net $ 722 $ (1,625) $ 3,292 (1) During the year ended December 31, 2020, gain on business divestitures, net represented a $154 million gain on the sale of our Uber Eats India operations to Zomato recognized in the first quarter of 2020 and a $77 million gain on the sale of our European Freight Business to sennder GmbH (“Sennder”) recognized in the fourth quarter of 2020, partially offset by a $27 million loss on the sale of our JUMP operations to Lime recognized in the second quarter of 2020. During the year ended December 31, 2021, gain on business divestitures, net represented a $1.6 billion gain on the sale of our ATG Business to Aurora recognized in the first quarter of 2021. Refer to Note 19 – Divestitures for further information on the sale of our ATG Business. (2) During the year ended December 31, 2021, gain from sale of investments primarily represented a $348 million gain recognized from sale of our equity interests in MLU B.V. Refer to Note 4 - Equity Method Investments for further information. (3) During the year ended December 31, 2021, unrealized gain (loss) on debt and equity securities, net primarily represented a $1.6 billion net unrealized gain on our Grab investment, a $1.6 billion unrealized gain on our Aurora Investments and a $991 million unrealized gain on our Zomato investment, partially offset by a $3.0 billion unrealized loss on our Didi investment. Refer to Note 3 – Investments and Fair Value Measurement for further information. (4) During the year ended December 31, 2020, we recorded an impairment charge of $1.7 billion, primarily related to our investment in Didi recognized during the first quarter of 2020. Refer to Note 3 – Investments and Fair Value Measurement for further information. (5) During the year ended December 31, 2019, we recognized a $444 million gain on extinguishment of our 2021 and 2022 Convertible Notes and settlement of derivatives in connection with our IPO, recognized during the second quarter of 2019. Refer to Note 11 – Stockholders' Equity for additional information regarding our IPO. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Summary of Stock Options and SAR Activity | A summary of stock option and SAR activity for the year ended December 31, 2021 is as follows (in millions, except share amounts which are reflected in thousands, per share amounts, and years): SARs Outstanding Number of SARs Options Outstanding Number of Shares Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value As of December 31, 2020 229 28,734 $ 12.87 4.97 $ 1,104 Granted and assumed in connection with acquisitions — 5,457 $ 5.13 Exercised (65) (9,380) $ 10.81 Canceled and forfeited (7) (558) $ 17.14 As of December 31, 2021 157 24,253 $ 11.84 4.35 $ 735 Vested and expected to vest as of December 31, 2021 134 17,411 $ 8.10 3.55 $ 593 Exercisable as of December 31, 2021 134 17,411 $ 8.10 3.55 $ 593 |
Schedule of Restricted Stock Units Activity | The following table summarizes the activity related to our RSUs for the year ended December 31, 2021 (in thousands, except per share amounts): Number of Shares Weighted-Average Unvested and outstanding as of December 31, 2020 83,736 $ 34.17 Granted 50,308 $ 49.78 Vested (39,005) $ 37.98 Canceled and forfeited (23,578) $ 37.85 Unvested and outstanding as of December 31, 2021 71,461 $ 41.91 |
Schedule of Restricted Common Stock | The following table summarizes the activity related to our restricted common stock for the year ended December 31, 2021 (in thousands, except per share amounts): Number of Shares Weighted-Average Unvested restricted common stock as of December 31, 2020 28 $ 34.86 Granted 4,641 $ 43.50 Vested (516) $ 43.50 Canceled and forfeited — $ — Unvested restricted common stock as of December 31, 2021 4,153 $ 43.44 |
Schedule of Stock-Based Compensation Expense by Function | The following table summarizes total stock-based compensation expense by function for the years ended December 31, 2019, 2020 and 2021 (in millions): Year Ended December 31, 2019 2020 2021 Operations and support $ 454 $ 72 $ 139 Sales and marketing 243 48 83 Research and development 2,958 477 614 General and administrative 941 230 332 Total $ 4,596 $ 827 $ 1,168 |
Schedule of Weighted Average Assumptions | The fair value of stock options and SARs granted was determined using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2019 2020 2021 Expected term (in years) 6.0 4.0 5.1 Risk-free interest rate 2.2 % 0.3 % 0.9 % Expected volatility 33.9 % 42.5 % 40.3 % Expected dividend yield — % — % — % Year Ended December 31, 2019 2020 2021 Risk-free interest rate 2.7 % — % — % Expected volatility 39.0 % — % — % Expected dividend yield — % — % — % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
US and foreign component of income (loss) before income tax | The U.S. and foreign components of income (loss) before provision for (benefit from) income taxes for the years ended December 31, 2019, 2020 and 2021 are as follows (in millions): Year Ended December 31, 2019 2020 2021 U.S. $ (4,926) $ (3,518) $ (340) Foreign (3,507) (3,428) (685) Loss before income taxes and loss from equity method investments $ (8,433) $ (6,946) $ (1,025) |
Components of income tax expense | The components of the provision for (benefit from) income taxes for the years ended December 31, 2019, 2020 and 2021 are as follows (in millions): Year Ended December 31, 2019 2020 2021 Current Federal $ 1 $ — $ — State — 11 4 Foreign 132 63 196 Total current tax expense $ 133 $ 74 $ 200 Deferred Federal (77) (97) (76) State 8 (7) 19 Foreign (19) (162) (635) Total deferred tax expense (benefit) (88) (266) (692) Total provision for (benefit from) income taxes $ 45 $ (192) $ (492) |
Reconciliation of the statutory federal income tax rate | The following is a reconciliation of the statutory federal income tax rate to our effective tax rate for the years ended December 31, 2019, 2020 and 2021: Year Ended December 31, 2019 2020 2021 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income tax expense (0.1) (0.1) (2.3) Foreign rate differential (3.8) 10.8 10.3 Non-deductible expenses (1.3) (1.3) (5.2) Stock-based compensation 1.2 1.3 4.5 Interest on convertible notes (0.3) — (0.1) Gain on convertible notes 1.1 — — Federal research and development credits 3.1 2.9 7.8 Deferred tax on investments (1) — 0.9 48.7 Entity restructuring (2) 92.3 (1.7) (2.0) Change in unrecognized tax benefits (17.0) (3.7) (27.8) Valuation allowance (97.3) (45.8) (33.7) US tax on foreign income (1.6) — (10.8) Tax rate change — 14.4 22.4 Other interest 1.8 3.2 16.8 Other, net 0.4 0.9 (1.6) Effective income tax rate (0.5) % 2.8 % 48.0 % (1) The 2020 rate impact for “Deferred tax on investments” was primarily driven by the deferred U.S. tax impact and the deferred China tax impact of the impairment charge related to our investment in Didi. The 2021 rate impact for “Deferred tax on investments” was primarily driven by the deferred China and U.S. tax impact related to our investment in Didi and the deferred U.S. tax impact related to our investments in Aurora, Grab, and Zomato. (2) The 2019 rate impact for “Entity restructuring” is related to a series of transactions resulting in changes to our international legal structure, including a redomiciliation of a subsidiary to the Netherlands and a transfer of certain intellectual property rights among wholly owned subsidiaries, primarily to align its evolving operations. The redomiciliation resulted in a step-up in the tax basis of intellectual property rights and a correlated increase in foreign deferred tax assets in an amount of $6.4 billion, net of a reserve for uncertain tax positions of $1.4 billion (refer to the 2019 rate impact for “Change in unrecognized tax benefits”). Based on available objective evidence, management believed it was not more-likely-than-not that these additional foreign deferred tax assets will be realizable as of December 31, 2019 and, therefore, were offset by a full valuation allowance (refer to the 2019 rate impact for “Valuation allowance”) to the extent not offset by reserves for uncertain tax positions. The corresponding deferred tax asset and valuation allowance balance were included in the “Fixed assets and intangible assets” and “Valuation allowance” lines, respectively, in the table below. |
Deferred tax assets and liabilities | The components of deferred tax assets and liabilities as of December 31, 2020 and 2021 are as follows (in millions): As of December 31, 2020 2021 Deferred tax assets Net operating loss carryforwards $ 4,949 $ 5,992 Research and development credits 857 1,020 Stock-based compensation 125 66 Accruals and reserves 227 290 Accrued legal 95 119 Fixed assets and intangible assets 6,936 6,753 Investment in partnership 254 — Lease liability 460 455 Interest limitation carryforwards 562 629 Other 58 107 Total deferred tax assets 14,523 15,431 Less: Valuation allowance (13,410) (13,920) Total deferred tax assets, net of valuation allowance 1,113 1,511 Deferred tax liabilities Indefinite lived deferred tax liability (1) 1,502 1,451 ROU assets 322 334 Other 68 29 Total deferred tax liabilities 1,892 1,814 Net deferred tax liabilities $ 779 $ 303 (1) The $1.5 billion indefinite-lived deferred tax liability represents the deferred U.S. income tax expense, which will be incurred upon the eventual disposition of the shares underlying our investments in Didi, Aurora, Grab, and Zomato. The current year tax expense and any subsequent changes in the recognition or measurement of this deferred tax liability will be recorded in continuing operations. |
Changes in gross unrecognized tax benefits | The following table reflects changes in gross unrecognized tax benefits (in millions): Year Ended December 31, 2019 2020 2021 Unrecognized tax benefits at beginning of year $ 394 $ 1,797 $ 2,293 Gross increases - current year tax positions 1,566 353 239 Gross increases - prior year tax positions 16 191 134 Gross decreases - prior year tax positions (36) (48) (9) Gross decreases - settlements with tax authorities (143) — — Unrecognized tax benefits at end of year $ 1,797 $ 2,293 $ 2,657 |
Schedule of open tax years for major tax jurisdictions | As of December 31, 2021, the open tax years for our major tax jurisdictions are as follows: Jurisdiction Tax Years U.S. Federal 2011 - 2021 U.S. States 2004 - 2021 Brazil 2016 - 2021 Netherlands 2018 - 2021 Australia 2017 - 2021 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in millions, except share amounts which are reflected in thousands, and per share amounts): Year Ended December 31, 2019 2020 2021 Basic net loss per share: Numerator Net loss including non-controlling interests $ (8,512) $ (6,788) $ (570) Add: net loss attributable to non-controlling interests, net of tax (6) (20) (74) Net loss attributable to common stockholders $ (8,506) $ (6,768) $ (496) Denominator Basic weighted-average common stock outstanding 1,248,353 1,752,960 1,892,546 Basic net loss per share attributable to common stockholders (1) $ (6.81) $ (3.86) $ (0.26) Diluted net loss per share: Numerator Net loss attributable to common stockholders $ (8,506) $ (6,768) $ (496) Net loss attributable to Freight Holding convertible common shares non-controlling interest, net of tax — — (44) Diluted net loss attributable to common stockholders $ (8,506) $ (6,768) $ (540) Denominator Number of shares used in basic net loss per share computation 1,248,353 1,752,960 1,892,546 Weighted-average effect of potentially dilutive securities: Assumed redemption of Freight Holding convertible common shares, non-controlling interest — — 2,973 Diluted weighted-average common stock outstanding 1,248,353 1,752,960 1,895,519 Diluted net loss per share attributable to common stockholders (1) $ (6.81) $ (3.86) $ (0.29) (1) Per share amounts are calculated using unrounded numbers and therefore may not recalculate. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive outstanding securities were excluded from the computation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands): Year Ended December 31, 2019 2020 2021 Freight Holding contingently redeemable preferred stock — 14,339 10,070 Convertible notes — 28,407 21,740 RSUs 85,058 83,736 71,461 Stock options 34,800 28,734 24,253 Common stock subject to repurchase 210 28 4,153 RSUs to settle fixed monetary awards 283 49 — Shares committed under ESPP 5,490 2,451 3,226 Warrants to purchase common stock 123 126 73 Total 125,964 157,870 134,976 |
Segment Information and Geogr_2
Segment Information and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table provides information about our segments and a reconciliation of the total segment adjusted EBITDA to loss from operations (in millions): Year Ended December 31, 2019 2020 2021 Segment adjusted EBITDA: Mobility $ 2,071 $ 1,169 $ 1,596 Delivery (1,372) (873) (348) Freight (217) (227) (130) All Other (1) (750) (461) (11) Total segment adjusted EBITDA (268) (392) 1,107 Reconciling items: Corporate G&A and Platform R&D (2), (3) (2,457) (2,136) (1,881) Depreciation and amortization (472) (575) (902) Stock-based compensation expense (4,596) (827) (1,168) Legal, tax, and regulatory reserve changes and settlements (353) 35 (526) Driver appreciation award (299) — — Payroll tax on IPO stock-based compensation (86) — — Goodwill and asset impairments/loss on sale of assets (8) (317) (157) Acquisition, financing and divestitures related expenses — (86) (102) Accelerated lease costs related to cease-use of ROU assets — (102) (5) COVID-19 response initiatives — (106) (54) Gain on lease arrangement, net — 5 — Restructuring and related charges, net (57) (362) — Legacy auto insurance transfer (4) — — (103) Mass arbitration fees — — (43) Loss from operations $ (8,596) $ (4,863) $ (3,834) (1) Includes historical results of ATG and Other Technology Programs and New Mobility. (2) Excluding stock-based compensation expense. (3) Includes costs that are not directly attributable to our reportable segments. Corporate G&A also includes certain shared costs such as finance, accounting, tax, human resources, information technology and legal costs. Platform R&D also includes mapping and payment technologies and support and development of the internal technology infrastructure. Our allocation methodology is periodically evaluated and may change. (4) Refer to Note 1 – Description of Business and Summary of Significant Accounting Policies for further information. |
Schedule of Revenue and Long-Lived Assets from Geographic Area | The following tables set forth revenue and long-lived assets, net by geographic area as of and for the years ended December 31, 2019, 2020 and 2021 (in millions): Year Ended December 31, 2019 2020 2021 United States $ 7,968 $ 6,082 $ 9,058 All other countries 5,032 5,057 8,397 Total Revenue $ 13,000 $ 11,139 $ 17,455 As of December 31, 2020 2021 United States $ 2,940 $ 2,991 All other countries 252 250 Total long-lived assets, net $ 3,192 $ 3,241 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Purchase Price Allocation | The acquisition date fair value of the consideration transferred for Careem was $3.0 billion, which consisted of the following (in millions): Fair Value Cash paid on January 2, 2020 $ 1,326 Non-interest bearing unsecured convertible notes 1,634 Transaction costs paid on January 2, 2020 on behalf of Careem 39 Contingent cash consideration 1 Stock-based compensation awards attributable to pre-combination services 3 Total consideration $ 3,003 The acquisition date fair value of the consideration transferred for CS-Global was $362 million, which consisted of the following (in millions): Fair Value Initial Cornershop Investment $ 50 Notes receivable 10 Cash paid 253 Tender offer paid in Uber common stock 67 Total consideration transferred 380 Less: CS-Mexico Put/Call (18) Total consideration $ 362 Fair Value Uber common stock transferred $ 3,494 Note receivable 100 Stock-based compensation awards attributable to pre-combination services 308 Total consideration $ 3,902 Fair Value Common stock issued $ 881 Cash 42 Stock-based compensation awards attributable to pre-combination services 20 Total consideration $ 943 |
Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Current assets $ 43 Goodwill 2,483 Intangible assets 540 Other long-term assets 77 Total assets acquired 3,143 Current liabilities (108) Deferred tax liability (13) Other long-term liabilities (19) Total liabilities assumed (140) Net assets acquired $ 3,003 The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Current assets $ 204 Goodwill 384 Intangible assets 122 Other long-term assets 11 Total assets acquired 721 Current liabilities (34) Deferred tax liability (33) Other long-term liabilities (2) Total liabilities assumed (69) Less: Redeemable non-controlling interests (290) Net assets acquired $ 362 The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 52 Other current assets 58 Goodwill 3,330 Intangible assets 1,015 Other long-term assets 57 Total assets acquired 4,512 Accounts payable (109) Accrued and other current liabilities (458) Deferred tax liability (9) Other long-term liabilities (34) Total liabilities assumed (610) Net assets acquired $ 3,902 The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Current assets $ 50 Goodwill 619 Intangible assets 395 Other long-term assets 7 Total assets acquired 1,071 Current liabilities (44) Deferred tax liability (79) Non-current liabilities (5) Total liabilities assumed (128) Net assets acquired $ 943 The followin g table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions) : Fair Value Cash and cash equivalents $ 29 Accounts receivable, net 899 Prepaid expenses and other current assets 23 Property and equipment, net 44 Operating lease right-of-use assets 57 Intangible assets, net 902 Goodwill 1,438 Other assets 3 Total assets acquired 3,395 Accounts payable (516) Operating lease liabilities, current (7) Accrued and other current liabilities (363) Operating lease liabilities, non-current (66) Deferred tax liability (163) Other long-term liabilities (1) Total liabilities assumed (1,116) Net assets acquired $ 2,279 |
Identifiable Intangible Assets Acquired and Estimated Useful Lives | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Rider relationships $ 270 15 Captains network 40 1 Developed technology 110 4 Trade names 120 10 Total $ 540 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Vendor relationship $ 20 15 Shopper relationship 1 1 Customer relationship 14 5 Developed technology 58 4 Trade names 29 5 Total $ 122 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Merchant relationship $ 260 7 Fleet relationship 110 1.5 Consumer relationship 280 5 Developed technology 280 2 Trade names 30 3 IPR&D 55 N/A Total $ 1,015 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions, except years): Fair Value Weighted Average Remaining Useful Life - Years Consumer relationship $ 60 5 Retailer relationship 90 10 Advertiser relationship 140 12 Developed technology 75 3 Trade names 30 6 Total $ 395 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition ( in millions , except years): Fair Value Weighted Average Remaining Useful Life - Years Consumer relationships $ 530 12 Developed technology 363 7 Trade names 9 2 Total $ 902 |
Pro Forma Information | The unaudited pro forma information presented below is for informational purposes only and is not necessarily indicative of our consolidated results of operations of the consolidated business had the acquisitions actually occurred at the beginning of applicable comparable prior reporting period or of the results of our future operations of the consolidated business. Year Ended December 31, (In millions) 2020 2021 (Unaudited) Revenue $ 15,158 $ 21,764 Net loss including non-controlling interests (7,342) (700) |
Divestitures (Tables)
Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Gain on Disposition | The following table summarizes the carrying values of the assets and liabilities classified as held for sale as of December 31, 2020 (in millions): December 31, 2020 ATG Assets held for sale Cash and cash equivalents $ 349 Prepaid expenses and other current assets 2 Investments 2 Operating lease right-of-use assets 26 Property and equipment, net 78 Intangibles 31 Goodwill 29 Total assets held for sale 517 Liabilities held for sale Accounts payable 8 Accrued and other current liabilities 66 Operating lease liabilities, current 6 Operating lease liabilities, non-current 20 Total liabilities held for sale 100 Net assets held for sale $ 417 The following table presents the gain on sale of the ATG Business (in millions): Year Ended December 31, 2021 Fair value of common shares received $ 1,277 Derecognition of ATG Business' non-controlling interests 1,057 Liability recognized for future obligations (315) Net consideration received for sale of the ATG Business 2,019 Carrying value of net assets transferred (375) Gain on the sale of the ATG Business $ 1,644 |
Restructuring and Related Cha_2
Restructuring and Related Charges (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Charges | The following table presents the total restructuring and related charges associated with our segments as well as corporate charges (in millions): Year Ended December 31, 2020 Mobility $ 67 Delivery 32 Freight 7 All Other (1) 175 Total restructuring and related charges by segment 281 Corporate G&A and Platform R&D 81 Total restructuring and related charges $ 362 (1) Includes restructuring and related charges associated with the exit of the JUMP business, including severance and other termination benefits of $30 million, site closure costs of $21 million and other costs of $65 million. The following table presents the total restructuring and related charges, by function (in millions): Year Ended December 31, 2020 Operations and support $ 172 Sales and marketing 21 Research and development 85 General and administrative 84 Total $ 362 |
Company's Restructuring Accruals | The following table provides the components of and changes in our restructuring and related charges accrual during the years ended December 31, 2020 and 2021 (in millions): Severance and Other Termination Benefits Site Closure Costs Other Total Balance as of December 31, 2019 $ — $ — $ — $ — Charges (1), (2) 199 98 65 362 Cash payments (197) (3) (45) (245) Non-cash adjustments — (95) (19) (114) Balance as of December 31, 2020 2 — 1 3 Cash payments (2) — — (2) Balance as of December 31, 2021 $ — $ — $ 1 $ 1 (1) Site closure costs primarily includes $50 million related to the impairment of operating lease right-of-use assets and $38 million for write-offs of leasehold improvements. (2) Total restructuring and related charges included $248 million of cash settled charges, primarily for severance and other termination benefits and were substantially paid as of December 31, 2020. |
Description of Business and S_4
Description of Business and Summary of Significant Accounting Policies - Narrative (Details) $ in Millions | Sep. 27, 2021USD ($) | May 14, 2019USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2021USD ($)purchasePeriod | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||||
Accumulated deficit | $ 23,626 | $ 23,130 | ||||
Insurance premium | $ 345 | |||||
Charge in statement of operations | $ 103 | |||||
Chargebacks and credit card losses | $ 246 | $ 178 | $ 195 | |||
ROU assets generated from leased assets outside of the U.S. (Less than) | 12.00% | 12.00% | ||||
Cost of revenue, exclusive of depreciation and amortization shown separately below | $ 9,351 | $ 5,154 | $ 6,061 | |||
Term of joint collaboration agreement | 3 years | |||||
Share-based compensation expense | 1,168 | 827 | $ 4,596 | |||
Advertising expenses | 1,700 | 1,000 | 1,300 | |||
Incentives, refunds, and credits to end-users | $ 2,400 | $ 2,000 | $ 2,500 | |||
Service-Based Awards | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Requisite service period | 4 years | |||||
Expected dividend yield | 0.00% | |||||
Performance-Based Awards | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Requisite service period | 4 years | |||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | |||
Share-based compensation, award vesting period | 4 years | |||||
Market-Based Awards | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Share-based compensation, award vesting period | 4 years | |||||
Employee Stock Purchase Plan | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Consecutive offering period | 12 months | |||||
Number of purchase periods | purchasePeriod | 2 | |||||
Purchase period | 6 months | |||||
Employee stock purchase plan, discount from market price | 15.00% | |||||
IPO | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Share-based compensation expense | $ 3,600 | |||||
Sales and marketing | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Share-based compensation expense | $ 83 | $ 48 | $ 243 | |||
End-Users Fee | Mobility | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Revenue excluding vehicle solutions revenue | 336 | 323 | ||||
End-Users Fee | Delivery | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Revenue excluding vehicle solutions revenue | 710 | 91 | ||||
Cost of revenue, exclusive of depreciation and amortization shown separately below | $ 2,400 | $ 439 | ||||
Minimum | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Intangible assets estimated useful lives | 1 year | |||||
Maximum | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Intangible assets estimated useful lives | 18 years |
Description of Business and S_5
Description of Business and Summary of Significant Accounting Policies - Restricted Cash and Cash Equivalents (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Cash and cash equivalents | $ 4,295 | $ 5,647 | $ 10,873 |
Restricted cash and cash equivalents - current | 631 | 250 | 99 |
Restricted cash and cash equivalents - non-current | 2,879 | 1,494 | 1,095 |
Total cash and cash equivalents, and restricted cash and cash equivalents | $ 7,805 | $ 7,391 | $ 12,067 |
Description of Business and S_6
Description of Business and Summary of Significant Accounting Policies - Useful Lives of Property and Equipment, Net (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Dockless e-bikes | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Internal-use software | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Minimum | Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 30 years |
Minimum | Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Minimum | Leased vehicles | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Minimum | Computer equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Minimum | Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Maximum | Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 45 years |
Maximum | Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Maximum | Leased vehicles | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Maximum | Computer equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Maximum | Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 17,455 | $ 11,139 | $ 13,000 |
United States And Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 10,094 | 6,611 | 8,465 |
Latin America | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 1,417 | 1,295 | 1,862 |
EMEA | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 3,213 | 2,086 | 1,852 |
Asia Pacific ("APAC") | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 2,731 | 1,147 | 821 |
Mobility | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 6,953 | 6,089 | 10,707 |
Delivery | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 8,362 | 3,904 | 1,401 |
Freight | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 2,132 | 1,011 | 731 |
All Other | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 8 | $ 135 | $ 161 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Collaboration agreement period | 3 years | |
Contract liabilities | $ 167 |
Revenue - Schedule of Remaining
Revenue - Schedule of Remaining Performance Obligation (Details) $ in Millions | Dec. 31, 2021USD ($) |
Disaggregation of Revenue [Line Items] | |
Performance obligation, amount | $ 157 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Disaggregation of Revenue [Line Items] | |
Performance obligation, amount | $ 26 |
Performance period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Disaggregation of Revenue [Line Items] | |
Performance obligation, amount | $ 131 |
Performance period |
Investments and Fair Value Me_3
Investments and Fair Value Measurement - Investments (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Marketable Securities [Line Items] | ||
Marketable debt securities | $ 0 | $ 1,180 |
Note receivable from a related party | 132 | 83 |
Investments | 11,806 | 9,052 |
Commercial paper | ||
Marketable Securities [Line Items] | ||
Marketable debt securities | 0 | 457 |
U.S. government and agency securities | ||
Marketable Securities [Line Items] | ||
Marketable debt securities | 0 | 429 |
Corporate bonds | ||
Marketable Securities [Line Items] | ||
Marketable debt securities | 0 | 294 |
Didi | ||
Marketable Securities [Line Items] | ||
Non-marketable equity securities | 0 | 6,299 |
Marketable equity securities | 2,838 | 0 |
Grab | ||
Marketable Securities [Line Items] | ||
Non-marketable debt securities | 0 | 2,341 |
Grab | ||
Marketable Securities [Line Items] | ||
Marketable equity securities | 3,821 | 0 |
Aurora | ||
Marketable Securities [Line Items] | ||
Marketable equity securities | 3,388 | 0 |
Other | ||
Marketable Securities [Line Items] | ||
Non-marketable equity securities | 315 | 329 |
Marketable equity securities | $ 1,312 | $ 0 |
Investments and Fair Value Me_4
Investments and Fair Value Measurement - Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Financial Assets | |||
Non-marketable equity securities | $ 283 | $ 6,576 | |
Call Option | |||
Financial Liabilities | |||
MLU B.V. Call Option | 193 | $ 230 | |
Recurring | |||
Financial Assets | |||
Non-marketable debt securities | 3,817 | ||
Non-marketable equity securities | 32 | 52 | |
Marketable equity securities | 11,359 | 0 | |
Notes receivable from a related party | 132 | 83 | |
Total financial assets | 11,523 | 6,338 | |
Financial Liabilities | |||
Total financial liabilities | 193 | 0 | |
Recurring | Call Option | |||
Financial Liabilities | |||
MLU B.V. Call Option | 193 | 0 | |
Recurring | Level 1 | |||
Financial Assets | |||
Non-marketable equity securities | 0 | 0 | |
Marketable equity securities | 11,359 | 0 | |
Notes receivable from a related party | 0 | 0 | |
Total financial assets | 11,359 | 2,386 | |
Financial Liabilities | |||
Total financial liabilities | 0 | 0 | |
Recurring | Level 1 | Call Option | |||
Financial Liabilities | |||
MLU B.V. Call Option | 0 | 0 | |
Recurring | Level 2 | |||
Financial Assets | |||
Non-marketable equity securities | 0 | 0 | |
Marketable equity securities | 0 | 0 | |
Notes receivable from a related party | 0 | 0 | |
Total financial assets | 0 | 1,476 | |
Financial Liabilities | |||
Total financial liabilities | 0 | 0 | |
Recurring | Level 2 | Call Option | |||
Financial Liabilities | |||
MLU B.V. Call Option | 0 | 0 | |
Recurring | Level 3 | |||
Financial Assets | |||
Non-marketable equity securities | 32 | 52 | |
Marketable equity securities | 0 | 0 | |
Notes receivable from a related party | 132 | 83 | |
Total financial assets | 164 | 2,476 | |
Financial Liabilities | |||
Total financial liabilities | 193 | 0 | |
Recurring | Level 3 | Call Option | |||
Financial Liabilities | |||
MLU B.V. Call Option | 193 | 0 | |
Recurring | Money market funds | |||
Financial Assets | |||
Cash and cash equivalents | 0 | 2,386 | |
Recurring | Money market funds | Level 1 | |||
Financial Assets | |||
Cash and cash equivalents | 0 | 2,386 | |
Recurring | Money market funds | Level 2 | |||
Financial Assets | |||
Cash and cash equivalents | 0 | 0 | |
Recurring | Money market funds | Level 3 | |||
Financial Assets | |||
Cash and cash equivalents | 0 | 0 | |
Recurring | Commercial paper | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 611 | |
Recurring | Commercial paper | Level 1 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | Commercial paper | Level 2 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 611 | |
Recurring | Commercial paper | Level 3 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | U.S. government and agency securities | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 542 | |
Recurring | U.S. government and agency securities | Level 1 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | U.S. government and agency securities | Level 2 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 542 | |
Recurring | U.S. government and agency securities | Level 3 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | Corporate bonds | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 323 | |
Recurring | Corporate bonds | Level 1 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | Corporate bonds | Level 2 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 323 | |
Recurring | Corporate bonds | Level 3 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | Non-marketable debt securities | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 2,341 | |
Recurring | Non-marketable debt securities | Level 1 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | Non-marketable debt securities | Level 2 | |||
Financial Assets | |||
Non-marketable debt securities | 0 | 0 | |
Recurring | Non-marketable debt securities | Level 3 | |||
Financial Assets | |||
Non-marketable debt securities | $ 0 | $ 2,341 |
Investments and Fair Value Me_5
Investments and Fair Value Measurement - Summary of Amortized Cost, Unrealized Gains and Losses of Financial Assets (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | $ 0 | $ 2,281 | |
Allowance for Credit Loss | 0 | $ 0 | |
Recurring | |||
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | 3,756 | ||
Unrealized Gains | 61 | ||
Unrealized Losses | 0 | ||
Allowance for Credit Loss | 0 | ||
Fair Value | 3,817 | ||
Recurring | Commercial paper | |||
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | 611 | ||
Unrealized Gains | 0 | ||
Unrealized Losses | 0 | ||
Allowance for Credit Loss | 0 | ||
Fair Value | 0 | 611 | |
Recurring | U.S. government and agency securities | |||
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | 542 | ||
Unrealized Gains | 0 | ||
Unrealized Losses | 0 | ||
Allowance for Credit Loss | 0 | ||
Fair Value | 0 | 542 | |
Recurring | Corporate bonds | |||
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | 322 | ||
Unrealized Gains | 1 | ||
Unrealized Losses | 0 | ||
Allowance for Credit Loss | 0 | ||
Fair Value | 0 | 323 | |
Recurring | Non-marketable debt securities | |||
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | 2,281 | ||
Unrealized Gains | 60 | ||
Unrealized Losses | 0 | ||
Allowance for Credit Loss | 0 | ||
Fair Value | $ 0 | $ 2,341 |
Investments and Fair Value Me_6
Investments and Fair Value Measurement - Allowance for Credit Losses (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Debt Securities, Available-for-sale, Allowance for Credit Loss [Roll Forward] | |
Beginning balance | $ 0 |
Credit losses on securities for which credit losses were not previously recorded | (173) |
Decrease to allowance for credit loss previously recorded | 173 |
Ending balance | 0 |
Cumulative Effect, Period of Adoption, Adjustment | |
Debt Securities, Available-for-sale, Allowance for Credit Loss [Roll Forward] | |
Beginning balance | $ 0 |
Investments and Fair Value Me_7
Investments and Fair Value Measurement - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||
Dec. 31, 2021USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Nov. 30, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Pre-tax unrealized gains (losses) on investment | $ 1,142 | $ (125) | $ 2 | ||||
Change in unrealized gain (loss) on investments in available-for-sale securities | (46) | 2 | 4 | ||||
Allowance for Credit Loss | 0 | 0 | |||||
Total assets | $ 38,774 | 38,774 | 33,252 | ||||
Payments to notes receivables | 297 | 185 | 0 | ||||
Downward adjustments (including impairment) | $ 1,700 | 0 | 1,690 | 0 | |||
Proceeds from sale of non-marketable equity securities | 500 | 0 | 0 | ||||
Upward adjustments | 71 | 0 | $ 0 | ||||
Option Pricing Model | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Valuation technique, weight | 20.00% | ||||||
Common Stock Equivalent | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Valuation technique, weight | 80.00% | ||||||
Aurora | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Unrealized gain (loss) on investment | 1,600 | ||||||
Didi | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Pre-tax unrealized gains (losses) on investment | (3,000) | ||||||
Unrealized gain (loss) on investment | (3,000) | ||||||
Proceeds from sale of non-marketable equity securities | $ 500 | ||||||
Upward adjustments | $ 71 | ||||||
Grab | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Pre-tax unrealized gains (losses) on investment | $ 2,800 | 1,600 | |||||
Unrealized gain (loss) on investment | (1,200) | ||||||
Lime Investments | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Total assets | 162 | $ 162 | $ 134 | ||||
Payments to notes receivables | $ 50 | ||||||
Lime Investments | Option Pricing Model | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Time to liquidity | 1 year 3 months | 2 years | |||||
Lime Investments | Volatility | Option Pricing Model | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Measurement inputs | 0.70 | 0.70 | 0.67 | ||||
Lime Investments | Minimum | Discount Rate | Option Pricing Model | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Measurement inputs | 0.22 | 0.22 | 0.22 | ||||
Lime Investments | Maximum | Discount Rate | Option Pricing Model | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Measurement inputs | 0.28 | 0.28 | 0.28 | ||||
Zomato | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Pre-tax unrealized gains (losses) on investment | $ 991 | ||||||
Unrealized gain (loss) on investment | 991 | ||||||
Investment carrying value | $ 1,100 | $ 1,100 | |||||
Grab | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Market adjustment | 10000000.00% | ||||||
Reduction In carrying value | $ 230 | ||||||
Change in unrealized gain (loss) on investments in available-for-sale securities | (57) | ||||||
Allowance for Credit Loss | $ 173 |
Investments and Fair Value Me_8
Investments and Fair Value Measurement - Summarized Financial Information (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Results of Operations Data | ||||
Revenue | $ 17,455 | $ 11,139 | $ 13,000 | |
Loss from operations | (3,834) | (4,863) | (8,596) | |
Net loss | (496) | (6,768) | $ (8,506) | |
Balance Sheet Data | ||||
Current assets | 8,819 | 9,882 | ||
Total assets | 38,774 | 33,252 | ||
Current liabilities | 9,024 | 6,865 | ||
Total liabilities | 23,425 | 19,498 | ||
Redeemable non-controlling interests | $ 204 | $ 787 | ||
Aurora | ||||
Results of Operations Data | ||||
Revenue | $ 55 | |||
Total operating expenses | 557 | |||
Loss from operations | (502) | |||
Net loss | (504) | |||
Balance Sheet Data | ||||
Current assets | 665 | |||
Total assets | 2,671 | |||
Current liabilities | 75 | |||
Total liabilities | 219 | |||
Redeemable non-controlling interests | $ 2,161 |
Investments and Fair Value Me_9
Investments and Fair Value Measurement - Summary of Unobservable Inputs (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2020$ / shares | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Estimated time to liquidity | 1 year 9 months | |
Option Pricing Model | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Estimated time to liquidity | 2 years | |
Relative weighting | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | 1 | |
Transaction price per share | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | 6.16 | |
Market adjustment | Common Stock Equivalent | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | (0.20) | |
Market adjustment | Option Pricing Model | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | (0.40) | |
Volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | 0.53 | |
Volatility | Option Pricing Model | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | 0.39 |
Investments and Fair Value M_10
Investments and Fair Value Measurement - Fair Value of Unobservable Inputs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
MLU B.V. Call Option | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 0 | $ 0 |
Total net gains (losses) | ||
Included in earnings | (37) | 0 |
Included in other comprehensive income (loss) | 0 | 0 |
Purchases | 0 | 0 |
Sales | 0 | |
Issuance | 230 | |
Transfers to Level 1 | 0 | |
Ending balance | 193 | 0 |
Non-marketable Debt Securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 2,341 | 2,370 |
Total net gains (losses) | ||
Included in earnings | 0 | (28) |
Included in other comprehensive income (loss) | 2,724 | 2 |
Purchases | 0 | 3 |
Sales | (6) | |
Issuance | 0 | |
Transfers to Level 1 | (5,065) | |
Ending balance | 0 | 2,341 |
Non-marketable equity securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 52 | 98 |
Total net gains (losses) | ||
Included in earnings | 553 | (89) |
Included in other comprehensive income (loss) | 0 | 0 |
Purchases | 1,677 | 65 |
Sales | (22) | |
Issuance | 0 | |
Transfers to Level 1 | (2,250) | |
Ending balance | 32 | 52 |
Notes Receivable | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 83 | 0 |
Total net gains (losses) | ||
Included in earnings | (1) | (8) |
Included in other comprehensive income (loss) | 0 | 0 |
Purchases | 50 | 91 |
Sales | 0 | |
Issuance | 0 | |
Transfers to Level 1 | 0 | |
Ending balance | $ 132 | $ 83 |
Investments and Fair Value M_11
Investments and Fair Value Measurement - Unrealized Gain (Loss) on Non-Marketable Securities (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||||
Upward adjustments | $ 71 | $ 0 | $ 0 | |
Downward adjustments (including impairment) | $ (1,700) | 0 | (1,690) | 0 |
Total unrealized gain (loss) for non-marketable equity securities | $ 71 | $ (1,690) | $ 0 |
Investments and Fair Value M_12
Investments and Fair Value Measurement - Change In Equity Securities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Initial cost basis | $ 279 | $ 6,282 |
Upward adjustments | 4 | 1,984 |
Downward adjustments (including impairment) | 0 | (1,690) |
Total carrying value at the end of the period | $ 283 | $ 6,576 |
Equity Method Investments - Car
Equity Method Investments - Carrying Value (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 800 | $ 1,079 |
MLU B.V. | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 751 | 1,001 |
Mission Bay 3 and 4 | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 38 | 41 |
Other | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 11 | $ 37 |
Equity Method Investments - Nar
Equity Method Investments - Narrative (Details) | Aug. 30, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investments | $ 800,000,000 | $ 800,000,000 | $ 1,079,000,000 | |||||
Proceeds from sale of equity method investments | 1,000,000,000 | 0 | $ 0 | |||||
Gain from sale of investments | 413,000,000 | 0 | 0 | |||||
Return of capital from equity method investee | $ 0 | $ 91,000,000 | $ 0 | |||||
Measurement Input, Expected Term | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Call option term | 1.7 | 1.7 | ||||||
Option Volatility | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Call option term | 0.50 | 0.50 | ||||||
Call Option | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
MLU B.V. Call Option | $ 193,000,000 | $ 230,000,000 | $ 193,000,000 | |||||
Yandex Self Driving Group B.V. and MLU B.V. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds from sale of equity method investments | $ 1,000,000,000 | |||||||
MLU B.V. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity ownership interest | 29.00% | 29.00% | 35.00% | 38.00% | 38.00% | |||
Contingent ownership percentage | 33.00% | |||||||
Equity method investments | $ 751,000,000 | $ 751,000,000 | $ 1,001,000,000 | |||||
Percentage of equity sold | 0.045 | |||||||
Proceeds from sale of equity method investments | $ 276,000,000 | |||||||
Gain from sale of investments | $ 106,000,000 | |||||||
Weighted average remaining useful life | 3 years 3 months 18 days | 4 years | ||||||
Equity method investments, other than temporary impairment | $ 0 | $ 0 | ||||||
MLU B.V. | Call Option | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Call option exercise price | 1,800,000,000 | 1,800,000,000 | ||||||
MLU B.V. | MLU B.V. Call Option | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds from sale of equity method investments | 230,000,000 | |||||||
Yandex Self Driving Group B.V. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity ownership interest | 20.00% | |||||||
Equity method investments | $ 42,000,000 | |||||||
Demerged Business | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds from sale of equity method investments | $ 412,000,000 | |||||||
Gain from sale of investments | 242,000,000 | |||||||
Event Center Office Partners, LLC | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investments, other than temporary impairment | $ 0 | $ 0 | ||||||
Return of capital from equity method investee | $ 91,000,000 | |||||||
Event Center Office Partners, LLC | Variable Interest Entity, Not Primary Beneficiary | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Payments to acquire variable interest entity | $ 136,000,000 | |||||||
Ownership interest | 45.00% | 45.00% | 45.00% | |||||
Mission Bay 3 and 4 | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investments | $ 38,000,000 | $ 38,000,000 | $ 41,000,000 | |||||
LLC Partner 1 | Event Center Office Partners, LLC | Variable Interest Entity, Not Primary Beneficiary | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest | 45.00% | |||||||
LLC Partner 2 | Event Center Office Partners, LLC | Variable Interest Entity, Not Primary Beneficiary | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest | 10.00% |
Equity Method Investments - Bas
Equity Method Investments - Basis Difference (Details) - MLU B.V. $ in Millions | Dec. 31, 2021USD ($) |
Schedule of Equity Method Investments [Line Items] | |
Basis difference | $ 480 |
Equity method goodwill | |
Schedule of Equity Method Investments [Line Items] | |
Basis difference | 545 |
Intangible assets, net of accumulated amortization | |
Schedule of Equity Method Investments [Line Items] | |
Basis difference | 54 |
Deferred tax liabilities | |
Schedule of Equity Method Investments [Line Items] | |
Basis difference | (12) |
Cumulative currency translation adjustments | |
Schedule of Equity Method Investments [Line Items] | |
Basis difference | $ (107) |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Components (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 3,035 | $ 2,830 |
Less: Accumulated depreciation and amortization | (1,182) | (1,016) |
Property and equipment, net | 1,853 | 1,814 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total | 65 | 66 |
Building and site improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total | 737 | 711 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total | 594 | 435 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 468 | 560 |
Leased computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 650 | 596 |
Less: Accumulated depreciation and amortization | (390) | (303) |
Leased vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Total | 7 | 6 |
Internal-use software | ||
Property, Plant and Equipment [Line Items] | ||
Total | 258 | 203 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total | 99 | 83 |
Dockless e-bikes | ||
Property, Plant and Equipment [Line Items] | ||
Total | 0 | 0 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 157 | $ 170 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Capitalized software development costs | $ 55 | $ 76 | |
Amortization of capitalized software developments costs | 69 | 55 | $ 22 |
Depreciation expense | 393 | 364 | 433 |
Accumulated depreciation and amortization | 1,182 | 1,016 | |
Leased computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 217 | 198 | $ 146 |
Accumulated depreciation and amortization | $ 390 | $ 303 |
Leases - Narrative (Details)
Leases - Narrative (Details) ft² in Thousands, $ in Millions | 12 Months Ended | |||
Dec. 31, 2021USD ($) | Dec. 31, 2016lease | Dec. 31, 2015ft²building | Dec. 31, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Finance lease, remaining lease term | 76 years | |||
Operating lease, remaining lease term | 76 years | |||
Finance lease, option to extend, term | 14 years | |||
Operating lease, termination term | 1 year | |||
Finance lease, termination term | 1 year | |||
Operating lease, option to extend, term | 14 years | |||
Operating lease, lease not yet commenced | $ 421 | |||
Finance lease, lease not yet commenced | 19 | |||
Property and equipment, net | $ 1,853 | $ 1,814 | ||
Finance Obligation | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of buildings under contract | building | 2 | |||
Rentable square feet under contract | ft² | 423 | |||
Ownership acquired under the sale leaseback contract | 49.00% | 49.00% | 49.00% | |
Ownership percentage retained following lease termination | 100.00% | |||
Land Leases | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of land agreement leases | lease | 2 | |||
Lease term | 75 years | |||
Commitments under land leases | $ 141 | |||
Financing obligation | 76 | |||
Future land lease payments | $ 1,700 | |||
Future land lease payments, percentage allocated to operating lease | 51.00% | |||
Land Leases | Land | ||||
Lessee, Lease, Description [Line Items] | ||||
Property and equipment, net | $ 65 | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Finance lease, lease not yet commenced, term | 2 years | |||
Operating lease, lease not yet commenced, term | 2 years | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Finance lease, lease not yet commenced, term | 13 years | |||
Operating lease, lease not yet commenced, term | 13 years |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finance lease cost: | |||
Amortization of assets | $ 217 | $ 199 | $ 150 |
Interest of lease liabilities | 12 | 16 | 15 |
Operating lease cost | 299 | 482 | 321 |
Short-term lease cost | 7 | 17 | 28 |
Variable lease cost | 96 | 109 | 100 |
Sublease income | (5) | (2) | (2) |
Total lease cost | $ 626 | 821 | $ 612 |
Accelerated lease costs related to cease-use of ROU assets | $ 118 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from financing leases | $ 11 | $ 14 | $ 12 |
Operating cash flows from operating leases | 297 | 250 | 275 |
Financing cash flows from financing leases | 226 | 224 | 138 |
Right-of-use assets obtained in exchange for lease obligations: | |||
Operating lease liabilities | 273 | 202 | 918 |
Finance lease liabilities | $ 184 | $ 196 | $ 251 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information - Operating Leases (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 1,388 | $ 1,274 |
Operating lease liability, current | 185 | 175 |
Operating lease liabilities, non-current | 1,644 | 1,544 |
Total operating lease liabilities | $ 1,829 | $ 1,719 |
Leases - Supplemental Balance_2
Leases - Supplemental Balance Sheet Information - Finance Leases (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Property and equipment, at cost | $ 650 | $ 596 |
Accumulated depreciation | (390) | (303) |
Property and equipment, net | $ 260 | $ 293 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Other current liabilities | $ 191 | $ 177 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued and other current liabilities | Accrued and other current liabilities |
Other long-term liabilities | $ 43 | $ 120 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities |
Total finance leases liabilities | $ 234 | $ 297 |
Leases - Additional Lease Infor
Leases - Additional Lease Information (Details) | Dec. 31, 2021 | Dec. 31, 2020 |
Weighted-average remaining lease term | ||
Operating leases | 15 years | 16 years |
Finance leases | 2 years | 2 years |
Weighted-average discount rate | ||
Operating leases | 6.70% | 7.00% |
Finance leases | 4.20% | 5.40% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2022 | $ 280 | |
2023 | 312 | |
2024 | 264 | |
2025 | 214 | |
2026 | 198 | |
Thereafter | 2,067 | |
Total undiscounted lease payments | 3,335 | |
Less: imputed interest | (1,506) | |
Total lease liabilities | 1,829 | $ 1,719 |
Lessee, Lease, Description [Line Items] | ||
2022 | 140 | |
2023 | 60 | |
2024 | 34 | |
2025 | 9 | |
2026 | 0 | |
Thereafter | 1 | |
Total undiscounted lease payments | 244 | |
Less: imputed interest | (10) | |
Total lease liabilities | 234 | $ 297 |
Finance Obligation | ||
Lessee, Lease, Description [Line Items] | ||
2022 | 6 | |
2023 | 6 | |
2024 | 6 | |
2025 | 7 | |
2026 | 7 | |
Thereafter | 813 | |
Total undiscounted lease payments | $ 845 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | Nov. 12, 2021 | Oct. 12, 2021 | Dec. 01, 2020 | Jul. 14, 2020 | Jul. 06, 2020 | Jan. 02, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2021 | Jul. 05, 2020 |
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 2,237,000,000 | $ 6,107,000,000 | |||||||||||
Goodwill impairment | $ 100,000,000 | $ 0 | 73,000,000 | 100,000,000 | |||||||||
Intangible assets | 23,000,000 | 23,000,000 | |||||||||||
Property and equipment | 17,000,000 | 154,000,000 | |||||||||||
Amortization expense | 439,000,000 | 155,000,000 | $ 16,000,000 | ||||||||||
Asset impairment | $ 116,000,000 | 404,000,000 | $ 0 | ||||||||||
General and administrative | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Asset impairment | 52,000,000 | ||||||||||||
Operations and support | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Asset impairment | 18,000,000 | ||||||||||||
Research and development | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Asset impairment | $ 24,000,000 | ||||||||||||
New Mobility | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 23,000,000 | ||||||||||||
Property and equipment | 47,000,000 | ||||||||||||
Other current assets | $ 23,000,000 | ||||||||||||
Careem Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 2,500,000,000 | ||||||||||||
Fair Value | $ 540,000,000 | ||||||||||||
Cornershop Global LLC | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 384,000,000 | ||||||||||||
Fair Value | $ 122,000,000 | ||||||||||||
Percentage equity interest acquired | 55.00% | 45.00% | |||||||||||
Routematch Holdings, Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 91,000,000 | ||||||||||||
Fair Value | $ 27,000,000 | ||||||||||||
Percentage equity interest acquired | 100.00% | ||||||||||||
Postmates, Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 3,100,000,000 | ||||||||||||
Fair Value | $ 1,015,000,000 | ||||||||||||
Percentage equity interest acquired | 100.00% | 100.00% | |||||||||||
The Drizly Group | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 619,000,000 | ||||||||||||
Fair Value | $ 395,000,000 | ||||||||||||
Tupelo Parent, Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Goodwill acquired | $ 1,400,000,000 | ||||||||||||
Fair Value | $ 902,000,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Goodwill (Details) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($)segment | |
Goodwill [Roll Forward] | |||||
Beginning goodwill | $ 6,109,000,000 | $ 167,000,000 | $ 6,109,000,000 | $ 167,000,000 | |
Acquisitions | 2,237,000,000 | 6,107,000,000 | |||
Goodwill impairment | (100,000,000) | $ 0 | (73,000,000) | (100,000,000) | |
Reclass to Assets held for sale | (29,000,000) | ||||
Measurement period adjustment | 188,000,000 | ||||
Foreign currency translation adjustment | (41,000,000) | (36,000,000) | |||
Ending Goodwill | 167,000,000 | $ 8,420,000,000 | $ 6,109,000,000 | ||
Number of operating segments | segment | 3 | 3 | |||
Number of reportable segments | segment | 3 | 3 | 4 | ||
Mobility | |||||
Goodwill [Roll Forward] | |||||
Beginning goodwill | $ 2,562,000,000 | 25,000,000 | $ 2,562,000,000 | $ 25,000,000 | |
Acquisitions | 127,000,000 | 2,574,000,000 | |||
Goodwill impairment | (73,000,000) | 0 | |||
Reclass to Assets held for sale | 0 | ||||
Measurement period adjustment | (1,000,000) | ||||
Foreign currency translation adjustment | (34,000,000) | (37,000,000) | |||
Ending Goodwill | 25,000,000 | 2,581,000,000 | 2,562,000,000 | ||
Delivery | |||||
Goodwill [Roll Forward] | |||||
Beginning goodwill | 3,547,000,000 | 13,000,000 | 3,547,000,000 | 13,000,000 | |
Acquisitions | 672,000,000 | 3,533,000,000 | |||
Goodwill impairment | 0 | 0 | |||
Reclass to Assets held for sale | 0 | ||||
Measurement period adjustment | 189,000,000 | ||||
Foreign currency translation adjustment | (7,000,000) | 1,000,000 | |||
Ending Goodwill | 13,000,000 | 4,401,000,000 | 3,547,000,000 | ||
Freight | |||||
Goodwill [Roll Forward] | |||||
Beginning goodwill | 0 | 0 | 0 | 0 | |
Acquisitions | 1,438,000,000 | 0 | |||
Goodwill impairment | 0 | 0 | |||
Reclass to Assets held for sale | 0 | ||||
Measurement period adjustment | 0 | ||||
Foreign currency translation adjustment | 0 | 0 | |||
Ending Goodwill | 0 | 1,438,000,000 | 0 | ||
All Other | |||||
Goodwill [Roll Forward] | |||||
Beginning goodwill | 0 | 100,000,000 | 0 | 100,000,000 | |
Acquisitions | 0 | 0 | |||
Goodwill impairment | 0 | (100,000,000) | |||
Reclass to Assets held for sale | 0 | ||||
Measurement period adjustment | 0 | ||||
Foreign currency translation adjustment | 0 | 0 | |||
Ending Goodwill | 100,000,000 | 0 | 0 | ||
Previously Reported [Member] | ATG and Other Technology Programs | |||||
Goodwill [Roll Forward] | |||||
Beginning goodwill | $ 0 | $ 29,000,000 | 0 | 29,000,000 | |
Acquisitions | 0 | 0 | |||
Goodwill impairment | 0 | 0 | |||
Reclass to Assets held for sale | (29,000,000) | ||||
Measurement period adjustment | 0 | ||||
Foreign currency translation adjustment | 0 | 0 | |||
Ending Goodwill | $ 29,000,000 | $ 0 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 3,032 | $ 1,739 |
Accumulated Amortization | (620) | (175) |
Net Carrying Value | 2,412 | 1,564 |
Estimated Future Amortization Expense | ||
2022 | 524 | |
2023 | 361 | |
2024 | 303 | |
2025 | 265 | |
2026 | 202 | |
Thereafter | 757 | |
Total | 2,412 | |
Consumer relationship | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 1,868 | 1,007 |
Accumulated Amortization | (294) | (81) |
Net Carrying Value | $ 1,574 | $ 926 |
Weighted Average Remaining Useful Life - Years | 9 years | 8 years |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 922 | $ 529 |
Accumulated Amortization | (269) | (69) |
Net Carrying Value | $ 653 | $ 460 |
Weighted Average Remaining Useful Life - Years | 5 years | 2 years |
Trade names and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 222 | $ 183 |
Accumulated Amortization | (47) | (16) |
Net Carrying Value | $ 175 | $ 167 |
Weighted Average Remaining Useful Life - Years | 6 years | 7 years |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 15 | $ 15 |
Accumulated Amortization | (7) | (6) |
Net Carrying Value | $ 8 | $ 9 |
Weighted Average Remaining Useful Life - Years | 7 years | 8 years |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 5 | $ 5 |
Accumulated Amortization | (3) | (3) |
Net Carrying Value | $ 2 | $ 2 |
Weighted Average Remaining Useful Life - Years | 0 years | 0 years |
IPR&D | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 0 | $ 55 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Impairment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Intangible assets | $ 23 | $ 23 |
Property and equipment | 17 | 154 |
Operating lease right-of-use assets | 3 | 94 |
Total | $ 43 | $ 271 |
Long-Term Debt and Revolving _3
Long-Term Debt and Revolving Credit Arrangements - Components of Debt (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 9,388 | $ 7,914 |
Less: unamortized discount and issuance costs | (85) | (327) |
Less: current portion of long-term debt | (27) | (27) |
Total long-term debt | 9,276 | 7,560 |
Secured Loans | 2016 Senior Secured Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 0 | 1,101 |
Effective Interest Rates | 0.00% | |
Secured Loans | 2018 Senior Secured Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 0 | 1,463 |
Effective Interest Rates | 0.00% | |
Secured Loans | 2025 Refinanced Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,448 | 0 |
Effective Interest Rates | 3.80% | |
Secured Loans | 2027 Refinanced Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,090 | 0 |
Effective Interest Rates | 3.80% | |
Senior Note | 2025 Senior Note | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,000 | 1,000 |
Effective Interest Rates | 7.70% | |
Senior Note | 2026 Senior Note | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,500 | 1,500 |
Effective Interest Rates | 8.10% | |
Senior Note | 2027 Senior Note | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,200 | 1,200 |
Effective Interest Rates | 7.70% | |
Senior Note | 2028 Senior Note | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 500 | 500 |
Effective Interest Rates | 7.00% | |
Senior Note | 2029 Senior Note | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,500 | 0 |
Effective Interest Rates | 4.70% | |
Convertible Notes | 2025 Convertible Note | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 1,150 | $ 1,150 |
Effective Interest Rates | 0.20% |
Long-Term Debt and Revolving _4
Long-Term Debt and Revolving Credit Arrangements - Narrative (Details) | 1 Months Ended | |||||||||||
Aug. 31, 2021USD ($) | Dec. 31, 2020USD ($)day$ / sharesRate | Sep. 30, 2020USD ($) | May 31, 2020USD ($) | Sep. 30, 2019USD ($) | Oct. 31, 2018USD ($) | Apr. 30, 2018 | Jul. 31, 2016 | Dec. 31, 2021USD ($) | Feb. 25, 2021USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | ||||||||||||
Additional paid-in capital | $ 12,967,000,000 | $ 15,145,000,000 | $ 14,872,000,000 | $ (7,385,000,000) | ||||||||
Cumulative Effect, Period of Adoption, Adjustment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Additional paid-in capital | (243,000,000) | $ 9,000,000 | ||||||||||
Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 2,000,000,000 | |||||||||||
Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 6,029,000,000 | |||||||||||
Line of Credit | Revolving Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 2,300,000,000 | |||||||||||
Line of credit balance | 0 | |||||||||||
Line of Credit | Letters of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Letters of credit outstanding | 649,000,000 | 749,000,000 | ||||||||||
Letters of credit outstanding that will reduce the available credit under facilities | 233,000,000 | 247,000,000 | ||||||||||
Refinanced Term Loans | Secured Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 2,600,000,000 | |||||||||||
2027 Refinanced Term Loan | Secured Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | 1,100,000,000 | |||||||||||
2027 Refinanced Term Loan | Secured Loans | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 1,100,000,000 | |||||||||||
2025 Refinanced Term Loan | Secured Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 1,500,000,000 | |||||||||||
2025 Refinanced Term Loan | Secured Loans | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 1,400,000,000 | |||||||||||
2025 Convertible Note | Convertible Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 1,150,000,000 | |||||||||||
Stated interest rate | 0.00% | |||||||||||
Excise of option to purchase additional principal amount of convertible note | $ 150,000,000 | |||||||||||
Conversion ratio | Rate | 1.23701% | |||||||||||
Conversion price (in dollars per share) | $ / shares | $ 80.84 | |||||||||||
Redemption price, percentage | 1.00% | |||||||||||
Interest costs capitalized | $ 243,000,000 | |||||||||||
2025 Convertible Note | Convertible Notes | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 1,100,000,000 | |||||||||||
2025 Convertible Note | Convertible Notes | Debt Conversion Terms, One | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Threshold number of trading days | day | 20 | |||||||||||
Threshold number of consecutive trading days | day | 30 | |||||||||||
Threshold percentage of stock price trigger | 1.30% | |||||||||||
2025 Convertible Note | Convertible Notes | Debt Conversion Terms, Two | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Threshold number of trading days | day | 5 | |||||||||||
Threshold number of consecutive trading days | day | 10 | |||||||||||
Threshold percentage of stock price trigger | 0.98% | |||||||||||
2016 Senior Secured Term Loan | Secured Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Quarterly principal payments (as percent) | 0.25% | |||||||||||
2018 Senior Secured Term Loan | Secured Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Quarterly principal payments (as percent) | 0.25% | |||||||||||
2023 Senior Note | Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 500,000,000 | |||||||||||
Stated interest rate | 7.50% | |||||||||||
Debt instrument term | 5 years | |||||||||||
Debt issuance costs | $ 9,000,000 | |||||||||||
2026 Senior Note | Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 1,500,000,000 | |||||||||||
Stated interest rate | 8.00% | |||||||||||
Debt instrument term | 8 years | |||||||||||
Debt issuance costs | $ 9,000,000 | |||||||||||
2026 Senior Note | Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 1,602,000,000 | |||||||||||
2027 Senior Note | Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 1,200,000,000 | |||||||||||
Stated interest rate | 7.50% | |||||||||||
Debt instrument term | 8 years | |||||||||||
Debt issuance costs, net | $ 11,000,000 | |||||||||||
2027 Senior Note | Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 1,305,000,000 | |||||||||||
2025 Senior Note | Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 1,000,000,000 | |||||||||||
Stated interest rate | 7.50% | |||||||||||
Debt instrument term | 5 years | |||||||||||
Debt issuance costs | $ 8,000,000 | |||||||||||
2025 Senior Note | Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 1,052,000,000 | |||||||||||
2028 Senior Note | Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 500,000,000 | |||||||||||
Stated interest rate | 6.25% | |||||||||||
Debt instrument term | 8 years | |||||||||||
Debt issuance costs | $ 5,000,000 | |||||||||||
2028 Senior Note | Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | 537,000,000 | |||||||||||
2029 Senior Note | Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 1,500,000,000 | |||||||||||
Stated interest rate | 4.50% | |||||||||||
Debt instrument term | 8 years | |||||||||||
Debt issuance costs | $ 16,000,000 | |||||||||||
2029 Senior Note | Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value | $ 1,533,000,000 |
Long-Term Debt and Revolving _5
Long-Term Debt and Revolving Credit Arrangements - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - Senior Note - Level 2 $ in Millions | Dec. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
Fair value | $ 6,029 |
2025 Senior Note | |
Debt Instrument [Line Items] | |
Fair value | 1,052 |
2026 Senior Note | |
Debt Instrument [Line Items] | |
Fair value | 1,602 |
2027 Senior Note | |
Debt Instrument [Line Items] | |
Fair value | 1,305 |
2028 Senior Note | |
Debt Instrument [Line Items] | |
Fair value | 537 |
2029 Senior Note | |
Debt Instrument [Line Items] | |
Fair value | $ 1,533 |
Long-Term Debt and Revolving _6
Long-Term Debt and Revolving Credit Arrangements - Future Principal Payments (Details) $ in Millions | Dec. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 27 |
2023 | 27 |
2024 | 27 |
2025 | 3,564 |
2026 | 1,512 |
Thereafter | 4,231 |
Total | $ 9,388 |
Long-Term Debt and Revolving _7
Long-Term Debt and Revolving Credit Arrangements - Interest Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Contractual interest coupon | $ 464 | $ 449 | $ 439 |
Amortization of debt discount and issuance costs | 16 | 14 | 82 |
8% IRR payout | 0 | 0 | 26 |
Total interest expense from long-term debt | $ 480 | $ 463 | $ 547 |
2022 Convertible Note | |||
Debt Disclosure [Abstract] | |||
Internal rate of return | 8.00% | ||
Debt Instrument [Line Items] | |||
Internal rate of return | 8.00% |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale - Summary of Information (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Assets held for sale | ||
Total assets held for sale | $ 0 | $ 517 |
Liabilities held for sale | ||
Total liabilities held for sale | $ 0 | 100 |
Not Discontinued Operations | Sale of ATG [Member] | ||
Assets held for sale | ||
Cash and cash equivalents | 349 | |
Prepaid expenses and other current assets | 2 | |
Investments | 2 | |
Operating lease right-of-use assets | 26 | |
Property and equipment, net | 78 | |
Intangibles | 31 | |
Goodwill | 29 | |
Total assets held for sale | 517 | |
Liabilities held for sale | ||
Accounts payable | 8 | |
Accrued and other current liabilities | 66 | |
Operating lease liabilities, current | 6 | |
Operating lease liabilities, non-current | 20 | |
Total liabilities held for sale | 100 | |
Net assets held for sale | $ 417 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 459 | $ 407 |
Other receivables | 553 | 464 |
Other | 442 | 344 |
Prepaid expenses and other current assets | $ 1,454 | $ 1,215 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Accrued and Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued legal, regulatory and non-income taxes | $ 2,187 | $ 1,811 |
Accrued Drivers and Merchants liability | 1,187 | 651 |
Income and other tax liabilities | 376 | 203 |
Unsecured convertible notes in connection with Careem acquisition | 0 | 348 |
Commitment to issue unsecured convertible notes in connection with Careem acquisition | 238 | 303 |
Other | 2,549 | 1,796 |
Accrued and other current liabilities | $ 6,537 | $ 5,112 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Other Long-Term Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Deferred tax liabilities | $ 365 | $ 818 |
Other | 570 | 488 |
Other long-term liabilities | $ 935 | $ 1,306 |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 12,967 | $ 14,872 | $ (7,385) |
Other comprehensive income (loss), net of tax | 11 | (348) | 1 |
Ending balance | 15,145 | 12,967 | 14,872 |
Accumulated Other Comprehensive Income (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (535) | (187) | (188) |
Other comprehensive income (loss) before reclassifications | 2,619 | (348) | 1 |
Amounts reclassified from accumulated other comprehensive income (loss) | (2,608) | 0 | 0 |
Other comprehensive income (loss), net of tax | 11 | (348) | 1 |
Ending balance | (524) | (535) | (187) |
Provision for (benefit from) income taxes | 176 | ||
Foreign Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (581) | (231) | (228) |
Other comprehensive income (loss) before reclassifications | 57 | (350) | (3) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 |
Other comprehensive income (loss), net of tax | 57 | (350) | (3) |
Ending balance | (524) | (581) | (231) |
Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 46 | 44 | 40 |
Other comprehensive income (loss) before reclassifications | 2,562 | 2 | 4 |
Amounts reclassified from accumulated other comprehensive income (loss) | (2,608) | 0 | 0 |
Other comprehensive income (loss), net of tax | (46) | 2 | 4 |
Ending balance | $ 0 | $ 46 | $ 44 |
Supplemental Financial Statem_7
Supplemental Financial Statement Information - Other Income (Expense), Net (Details) - USD ($) $ in Millions | 3 Months Ended | 11 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Nov. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Interest income | $ 37 | $ 55 | $ 234 | ||||
Foreign currency exchange gains (losses), net | (67) | (128) | (40) | ||||
Gain on business divestitures, net | 1,684 | 204 | 0 | ||||
Gain (loss) on other income (expense) | 413 | 0 | 0 | ||||
Unrealized gain (loss) on debt and equity securities, net | 1,142 | (125) | 2 | ||||
Impairment of debt and equity securities | 0 | (1,690) | 0 | ||||
Change in fair value of embedded derivatives | $ (117) | 0 | 0 | 58 | |||
Gain on extinguishment of convertible notes and settlement of derivatives | $ 444 | 0 | 0 | 444 | |||
Other, net | 83 | 59 | 24 | ||||
Other income (expense), net | 3,292 | (1,625) | $ 722 | ||||
Grab | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Unrealized gain (loss) on debt and equity securities, net | $ 2,800 | 1,600 | |||||
Aurora | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Unrealized gain (loss) on debt and equity securities, net | 1,600 | ||||||
Zomato | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Unrealized gain (loss) on debt and equity securities, net | 991 | ||||||
Didi | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Unrealized gain (loss) on debt and equity securities, net | (3,000) | ||||||
Impairment of debt and equity securities | (1,700) | ||||||
MLU B.V. | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain (loss) on other income (expense) | 348 | ||||||
Not Discontinued Operations | Uber Eats India | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain on business divestitures, net | $ 154 | $ 154 | |||||
Not Discontinued Operations | European Freight Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain on business divestitures, net | $ 77 | ||||||
Not Discontinued Operations | JUMP Divestiture | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain on business divestitures, net | $ (27) | ||||||
Not Discontinued Operations | Apparate USA LLC | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain on business divestitures, net | $ 1,644 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Millions | Jan. 01, 2022shares | May 16, 2019USD ($)$ / sharesshares | May 14, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | Dec. 31, 2021USD ($)equityCompensationPlan$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Gain on conversion of convertible notes | $ | $ 327 | ||||||
Gain on extinguishment of convertible notes and settlement of derivatives | $ | 444 | $ 0 | $ 0 | $ 444 | |||
Change in fair value of embedded derivatives | $ | $ 117 | 0 | 0 | (58) | |||
Share-based compensation expense | $ | $ 1,168 | $ 827 | 4,596 | ||||
Additional deferred tax asset due to stock-based compensation expense | $ | $ 1,100 | ||||||
Preferred stock, shares authorized (in shares) | 10,000,000 | ||||||
Preferred stock, shares issued (in shares) | 0 | 0 | |||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||||
Common stock, shares authorized (in shares) | 5,000,000,000 | 5,000,000,000 | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | |||||
Dividends declared | $ / shares | $ 0 | ||||||
Common stock, shares outstanding (in shares) | 1,949,316,000 | 1,849,794,000 | |||||
Common stock, shares issued (in shares) | 1,949,316,000 | 1,849,794,000 | |||||
Number of equity compensation plans | equityCompensationPlan | 4 | ||||||
Intrinsic value of options exercised during period | $ | $ 382 | $ 614 | $ 202 | ||||
Weighted average grant date fair value of options granted (in dollars per share) | $ / shares | $ 39.43 | $ 35.77 | $ 19.91 | ||||
Cash proceeds | $ | $ 107 | $ 125 | $ 49 | ||||
Internal-use software | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Capitalized share based payment | $ | 0 | 0 | 61 | ||||
Restricted Stock Awards, Restricted Stock Units, and Stock Appreciation Rights | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unamortized compensation costs | $ | $ 3,000 | ||||||
Weighted-average recognition period | 2 years 8 months 12 days | ||||||
RSUs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Fair value of instruments vested during period | $ | $ 1,500 | $ 1,400 | $ 1,400 | ||||
Awards granted (in shares) | 50,308,000 | ||||||
Weighted-average grant-date fair value per share, granted (in dollars per share) | $ / shares | $ 49.78 | ||||||
Stock Appreciation Rights (SARs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average grant-date fair value per share, granted (in dollars per share) | $ / shares | $ 39.43 | $ 35.77 | $ 19.91 | ||||
Performance-Based Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average grant-date fair value per share, granted (in dollars per share) | $ / shares | $ 18.20 | ||||||
Weighted-average derived service period | 2 years 1 month 13 days | ||||||
2019 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Equity incentive plan, term over which available awards may increase | 10 years | ||||||
Equity incentive plan, percent of increase | 5.00% | ||||||
2019 Plan | Subsequent Event | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Increase in stock reserved for issuance (in shares) | 97,000,000 | ||||||
Number of shares reserved for future issuance (in shares) | 377,000,000 | ||||||
Employee Stock Purchase Plan, 2019 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unamortized compensation costs | $ | $ 39 | ||||||
Weighted-average recognition period | 4 months 24 days | ||||||
ESPP, percent of total shares outstanding, increase calculation | 1.00% | ||||||
ESPP, upper threshold on increase in authorized shares (in shares) | 25,000,000 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 3,000,000 | 5,000,000 | 2,000,000 | ||||
Weighted average price per share of stock (in dollars per share) | $ / shares | $ 38.75 | $ 25.05 | $ 23.83 | ||||
Cash proceeds | $ | $ 107 | $ 125 | $ 49 | ||||
Employee Stock Purchase Plan, 2019 | Subsequent Event | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares reserved for future issuance (in shares) | 70,000,000 | ||||||
Series G Redeemable Convertible Preferred Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of securities called by warrants (in shares) | 922,655 | ||||||
Series E Redeemable Convertible Preferred Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of securities called by warrants (in shares) | 150,071 | ||||||
Freight Holding contingently redeemable preferred stock | Warrant | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Awards granted (in shares) | 0 | 0 | 0 | ||||
IPO | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock issued during period (in shares) | 180,000,000 | ||||||
Stock price (in dollars per share) | $ / shares | $ 45 | $ 45 | |||||
Proceeds from issuance of common stock | $ | $ 8,000 | ||||||
Conversion of shares (in shares) | 905,000,000 | ||||||
Vesting and exercise of warrants (in shares) | 200,000 | ||||||
Share-based compensation expense | $ | $ 3,600 | ||||||
Shares withheld to related to net share settlement (in shares) | 29,000,000 | ||||||
Shares withheld to meet tax withholding requirement, value | $ | $ 1,300 | ||||||
IPO | Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock issued during period (in shares) | 76,000,000 | ||||||
IPO | Holders of 2021 Convertible Notes and 2022 Convertible Notes | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Conversion of convertible notes to common stock in connection with public offering (in shares) | 94,000,000 | ||||||
Underwriters' discounts and commissions | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Payments of stock issuance costs | $ | $ 106 | ||||||
Private Placement | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock issued during period (in shares) | 11,000,000 | ||||||
Proceeds from issuance of common stock | $ | $ 500 |
Stockholders' Equity - SAR and
Stockholders' Equity - SAR and Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options And Equity Instruments Other Than Options, Nonvested, Number Of Shares [Abstract] | ||
Weighted-Average Exercise Price Per Share, Outstanding (in dollars per share) | $ 12.87 | |
Weighted-Average Exercise Price Per Share, Awards granted (in dollars per share) | 5.13 | |
Weighted-Average Exercise Price Per Share, Awards exercised (in dollars per share) | 10.81 | |
Weighted-Average Exercise Price Per Share, Awards canceled and forfeited (in dollars per share) | 17.14 | |
Weighted-Average Exercise Price Per Share, Outstanding (in dollars per share) | 11.84 | $ 12.87 |
Weighted-Average Exercise Price Per Share, Vested and expected to vest (in dollars per share) | 8.10 | |
Weighted-Average Exercise Price Per Share, Exercisable (in dollars per share) | $ 8.10 | |
Share-Based Compensation Arrangement By Share-based Payment Award, Options And Equity Instruments Other Than Options, Nonvested, Additional Disclosures [Abstract] | ||
Weighted-Average Contractual Life, Outstanding | 4 years 4 months 6 days | 4 years 11 months 19 days |
Weighted-Average Contractual Life, Vested and expected to vest | 3 years 6 months 18 days | |
Weighted-Average Contractual Life, Exercisable | 3 years 6 months 18 days | |
Aggregate Intrinsic Value, Outstanding | $ 735 | $ 1,104 |
Aggregate Intrinsic Value, Vested and expected to vest | 593 | |
Aggregate Intrinsic Value, Exercisable | $ 593 | |
Stock Appreciation Rights (SARs) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||
Awards, outstanding (in shares) | 229 | |
Awards granted (in shares) | 0 | |
Awards exercised (in shares) | (65) | |
Awards canceled and forfeited (in shares) | (7) | |
Awards, outstanding (in shares) | 157 | 229 |
Vested and expected to vest (in shares) | 134 | |
Exercisable (in shares) | 134 | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options outstanding (in shares) | 28,734 | |
Awards granted (in shares) | 5,457 | |
Exercise of stock options (in shares) | (9,380) | |
Awards canceled and forfeited (in shares) | (558) | |
Options outstanding (in shares) | 24,253 | 28,734 |
Vested and expected to vest (in shares) | 17,411 | |
Exercisable (in shares) | 17,411 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Units and Restricted Common Stock Activity (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Awards, Outstanding (in shares) | shares | 83,736 |
Awards, Granted (in shares) | shares | 50,308 |
Awards, Vested (in shares) | shares | (39,005) |
Awards Canceled and Forfeited (in shares) | shares | (23,578) |
Awards, Outstanding (in shares) | shares | 71,461 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 34.17 |
Weighted-Average Grant-Date Fair Value per Share, Granted (in dollars per share) | $ / shares | 49.78 |
Weighted-Average Grant-Date Fair Value per Share, Vested (in dollars per share) | $ / shares | 37.98 |
Weighted-Average Grant-Date Fair Value per Share, Canceled and Forfeited (in dollars per share) | $ / shares | 37.85 |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 41.91 |
Restricted Common Stock | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Awards, Outstanding (in shares) | shares | 28 |
Awards, Granted (in shares) | shares | 4,641 |
Awards, Vested (in shares) | shares | (516) |
Awards Canceled and Forfeited (in shares) | shares | 0 |
Awards, Outstanding (in shares) | shares | 4,153 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 34.86 |
Weighted-Average Grant-Date Fair Value per Share, Granted (in dollars per share) | $ / shares | 43.50 |
Weighted-Average Grant-Date Fair Value per Share, Vested (in dollars per share) | $ / shares | 43.50 |
Weighted-Average Grant-Date Fair Value per Share, Canceled and Forfeited (in dollars per share) | $ / shares | 0 |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 43.44 |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 1,168 | $ 827 | $ 4,596 |
Operations and support | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 139 | 72 | 454 |
Sales and marketing | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 83 | 48 | 243 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 614 | 477 | 2,958 |
General and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 332 | $ 230 | $ 941 |
Stockholders' Equity - Weighted
Stockholders' Equity - Weighted Average Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Appreciation Rights (SARs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 1 month 6 days | 4 years | 6 years |
Risk-free interest rate | 0.90% | 0.30% | 2.20% |
Expected volatility | 40.30% | 42.50% | 33.90% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 1 month 6 days | 4 years | 6 years |
Risk-free interest rate | 0.90% | 0.30% | 2.20% |
Expected volatility | 40.30% | 42.50% | 33.90% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Performance-Based Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.00% | 0.00% | 2.70% |
Expected volatility | 0.00% | 0.00% | 39.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ (340) | $ (3,518) | $ (4,926) |
Foreign | (685) | (3,428) | (3,507) |
Loss before income taxes and loss from equity method investments | $ (1,025) | $ (6,946) | $ (8,433) |
Income Taxes - Provisions for i
Income Taxes - Provisions for income taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current | |||
Federal | $ 0 | $ 0 | $ 1 |
State | 4 | 11 | 0 |
Foreign | 196 | 63 | 132 |
Total current tax expense | 200 | 74 | 133 |
Deferred | |||
Federal | (76) | (97) | (77) |
State | 19 | (7) | 8 |
Foreign | (635) | (162) | (19) |
Total deferred tax expense (benefit) | (692) | (266) | (88) |
Total provision for (benefit from) income taxes | $ (492) | $ (192) | $ 45 |
Income Taxes - Tax Rate Reconci
Income Taxes - Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory income tax rate | 21.00% | 21.00% | 21.00% |
State income tax expense | (2.30%) | (0.10%) | (0.10%) |
Foreign rate differential | 10.30% | 10.80% | (3.80%) |
Non-deductible expenses | (5.20%) | (1.30%) | (1.30%) |
Stock-based compensation | 4.50% | 1.30% | 1.20% |
Interest on convertible notes | (0.10%) | 0.00% | (0.30%) |
Gain on convertible notes | 0.00% | 0.00% | 1.10% |
Federal research and development credits | 7.80% | 2.90% | 3.10% |
Deferred tax on foreign investments | 48.70% | 0.90% | 0.00% |
Entity restructuring | (2.00%) | (1.70%) | 92.30% |
Change in unrecognized tax benefits | (27.80%) | (3.70%) | (17.00%) |
Valuation allowance | (33.70%) | (45.80%) | (97.30%) |
US tax on foreign income | (10.80%) | 0.00% | (1.60%) |
Tax rate change | 22.40% | 14.40% | 0.00% |
Other interest | 16.80% | 3.20% | 1.80% |
Other, net | (1.60%) | 0.90% | 0.40% |
Effective income tax rate | 48.00% | 2.80% | (0.50%) |
Income Tax Contingency [Line Items] | |||
Gross increases - current year tax positions | $ 239 | $ 353 | $ 1,566 |
Foreign Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Gross increases - current year tax positions | 6,400 | ||
Unrecognized tax benefits, decrease from current period tax positions | $ 1,400 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | |
Income Tax Contingency [Line Items] | |||
Deferred tax asset | $ 354 | ||
Reserve on uncertain tax positions | $ 13,920 | $ 13,410 | |
Deferred tax asset realized, indefinite deferred tax liability used as income | 1,200 | 744 | |
Unrecognized tax benefits that would impact effective tax rate | 204 | ||
Unrecognized tax benefit that would not impact effective tax rate | 2,500 | ||
Unrecognized tax benefit, income tax penalties and interest accrued | 18 | $ 12 | |
Domestic Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Operating loss carryforward, subject to expiration | 3,200 | ||
Operating loss carryforward, not subject to expiration | 11,700 | ||
Tax credit carry forward, subject to expiration | 785 | ||
State and Local Jurisdiction | |||
Income Tax Contingency [Line Items] | |||
Operating loss carryforward, subject to expiration | 10,200 | ||
Operating loss carryforward, not subject to expiration | 2,200 | ||
Tax credit carry forward, subject to expiration | 13 | ||
Tax credit carryforward, not subject to expiration | 521 | ||
Foreign Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Operating loss carryforward, subject to expiration | 507 | ||
Operating loss carryforward, not subject to expiration | $ 10,100 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets | ||
Net operating loss carryforwards | $ 5,992 | $ 4,949 |
Research and development credits | 1,020 | 857 |
Stock-based compensation | 66 | 125 |
Accruals and reserves | 290 | 227 |
Accrued legal | 119 | 95 |
Fixed assets and intangible assets | 6,753 | 6,936 |
Investment in partnership | 0 | 254 |
Lease liability | 455 | 460 |
Interest limitation carryforwards | 629 | 562 |
Other | 107 | 58 |
Total deferred tax assets | 15,431 | 14,523 |
Less: Valuation allowance | (13,920) | (13,410) |
Total deferred tax assets, net of valuation allowance | 1,511 | 1,113 |
Deferred tax liabilities | ||
Indefinite lived deferred tax liability | 1,451 | 1,502 |
ROU assets | 334 | 322 |
Other | 29 | 68 |
Total deferred tax liabilities | 1,814 | 1,892 |
Net deferred tax liabilities | $ 303 | $ 779 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits at beginning of year | $ 2,293 | $ 1,797 | $ 394 |
Gross increases - current year tax positions | 239 | 353 | 1,566 |
Gross increases - prior year tax positions | 134 | 191 | 16 |
Gross decreases - prior year tax positions | (9) | (48) | (36) |
Gross decreases - settlements with tax authorities | 0 | 0 | (143) |
Unrecognized tax benefits at end of year | $ 2,657 | $ 2,293 | $ 1,797 |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Computation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Basic net loss per share: | |||
Net loss including non-controlling interests | $ (570) | $ (6,788) | $ (8,512) |
Add: net loss attributable to non-controlling interests, net of tax | (74) | (20) | (6) |
Net loss attributable to common stockholders | $ (496) | $ (6,768) | $ (8,506) |
Denominator | |||
Basic weighted-average common stock outstanding (in shares) | 1,892,546 | 1,752,960 | 1,248,353 |
Basic net income (loss) per share attributable to common stockholders (in dollars per share) | $ (0.26) | $ (3.86) | $ (6.81) |
Numerator | |||
Net loss attributable to common stockholders | $ (496) | $ (6,768) | $ (8,506) |
Net loss attributable to Freight Holding convertible common shares non-controlling interest, net of tax | (44) | 0 | 0 |
Diluted net loss attributable to common stockholders | $ (540) | $ (6,768) | $ (8,506) |
Denominator | |||
Basic weighted-average common stock outstanding (in shares) | 1,892,546 | 1,752,960 | 1,248,353 |
Weighted-average effect of potentially dilutive securities: | |||
Assumed redemption of Freight Holding common shares, non-controlling interest (in shares) | 2,973 | 0 | 0 |
Number of shares used in basic net income (loss) per share computation (in shares) | 1,895,519 | 1,752,960 | 1,248,353 |
Diluted net income (loss) per share attributable to common stockholders (in dollars per share) | $ (0.29) | $ (3.86) | $ (6.81) |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Antidilutive Securities (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 134,976 | 157,870 | 125,964 |
Freight Holding contingently redeemable preferred stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 10,070 | 14,339 | 0 |
Convertible notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 21,740 | 28,407 | 0 |
RSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 71,461 | 83,736 | 85,058 |
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 24,253 | 28,734 | 34,800 |
Common stock subject to repurchase | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,153 | 28 | 210 |
RSUs to settle fixed monetary awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 49 | 283 |
Shares committed under ESPP | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,226 | 2,451 | 5,490 |
Warrants to purchase common stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 73 | 126 | 123 |
Segment Information and Geogr_3
Segment Information and Geographic Information - Summary (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2021USD ($) | Mar. 31, 2021segment | Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($)segment | Dec. 31, 2019USD ($) | |
Segment Reporting [Abstract] | |||||
Number of operating segments | segment | 3 | 3 | |||
Number of reportable segments | segment | 3 | 3 | 4 | ||
Segment Reporting Information [Line Items] | |||||
Depreciation and amortization | $ (902) | $ (575) | $ (472) | ||
Stock-based compensation expense | (1,168) | (827) | (4,596) | ||
Accelerated lease costs related to cease-use of ROU assets | (118) | ||||
Restructuring and related charges, net | (362) | ||||
Legacy auto insurance transfer | $ (103) | ||||
Loss from operations | (3,834) | (4,863) | (8,596) | ||
Segments | |||||
Segment Reporting Information [Line Items] | |||||
Total segment adjusted EBITDA | 1,107 | (392) | (268) | ||
Restructuring and related charges, net | (281) | ||||
Segments | Mobility | |||||
Segment Reporting Information [Line Items] | |||||
Total segment adjusted EBITDA | 1,596 | 1,169 | 2,071 | ||
Restructuring and related charges, net | (67) | ||||
Segments | Delivery | |||||
Segment Reporting Information [Line Items] | |||||
Total segment adjusted EBITDA | (348) | (873) | (1,372) | ||
Restructuring and related charges, net | (32) | ||||
Segments | Freight | |||||
Segment Reporting Information [Line Items] | |||||
Total segment adjusted EBITDA | (130) | (227) | (217) | ||
Restructuring and related charges, net | (7) | ||||
Segments | All Other | |||||
Segment Reporting Information [Line Items] | |||||
Total segment adjusted EBITDA | (11) | (461) | (750) | ||
Reconciling Items | |||||
Segment Reporting Information [Line Items] | |||||
Corporate G&A and Platform R&D | (1,881) | (2,136) | (2,457) | ||
Depreciation and amortization | (902) | (575) | (472) | ||
Stock-based compensation expense | (1,168) | (827) | (4,596) | ||
Legal, tax, and regulatory reserve changes and settlements | (526) | 35 | (353) | ||
Driver appreciation award | 0 | 0 | (299) | ||
Payroll tax on IPO stock-based compensation | 0 | 0 | (86) | ||
Goodwill and asset impairments/loss on sale of assets | (157) | (317) | (8) | ||
Acquisition, financing and divestitures related expenses | (102) | (86) | 0 | ||
Accelerated lease costs related to cease-use of ROU assets | (5) | (102) | 0 | ||
COVID-19 response initiatives | (54) | (106) | 0 | ||
Gain on lease arrangement, net | 0 | 5 | 0 | ||
Restructuring and related charges, net | 0 | (362) | (57) | ||
Legacy auto insurance transfer | (103) | 0 | 0 | ||
Mass arbitration fees | $ (43) | $ 0 | $ 0 |
Segment Information and Geogr_4
Segment Information and Geographic Information - Geographic Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 17,455 | $ 11,139 | $ 13,000 |
Total long-lived assets, net | 3,241 | 3,192 | |
United States | |||
Segment Reporting Information [Line Items] | |||
Revenue | 9,058 | 6,082 | 7,968 |
Total long-lived assets, net | 2,991 | 2,940 | |
All other countries | |||
Segment Reporting Information [Line Items] | |||
Revenue | 8,397 | 5,057 | $ 5,032 |
Total long-lived assets, net | $ 250 | $ 252 |
Commitments and Contingencies -
Commitments and Contingencies - Contingencies (Details) $ in Millions | Mar. 16, 2021driver | Feb. 07, 2020USD ($) | Mar. 26, 2019USD ($) | Oct. 28, 2015driver | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Loss Contingencies [Line Items] | ||||||
Loss contingency accrual | $ 2,200 | $ 1,800 | ||||
Non-Income tax matters | $ 1,300 | $ 1,300 | ||||
UNITED KINGDOM | ||||||
Loss Contingencies [Line Items] | ||||||
Drivers | driver | 25 | |||||
Drivers treated as workers | driver | 70,000 | |||||
HMRC | ||||||
Loss Contingencies [Line Items] | ||||||
Value-added-tax percentage | 20.00% | |||||
Google v. Levandowski | ||||||
Loss Contingencies [Line Items] | ||||||
Settlement amount awarded to other party | $ 10 | $ 127 | ||||
Joint and Several Liability | ||||||
Loss Contingencies [Line Items] | ||||||
Settlement amount awarded to other party | $ 1 |
Variable Interest Entities - Na
Variable Interest Entities - Narrative (Details) - USD ($) $ in Millions | Feb. 12, 2021 | Jan. 11, 2021 | Jul. 06, 2020 | Jul. 02, 2019 | Apr. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2021 | Jan. 21, 2020 |
Variable Interest Entity [Line Items] | ||||||||
Total assets | $ 33,252 | $ 38,774 | ||||||
Total liabilities | 19,498 | 23,425 | ||||||
Not Discontinued Operations | Uber Eats India | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Other receivable value | $ 35 | |||||||
Moove | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Loan receivable | 204 | |||||||
Aurora | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Marketable equity securities | 0 | 3,388 | ||||||
Variable Interest Entity, Primary Beneficiary | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Total assets | 1,200 | 3,900 | ||||||
Total liabilities | 1,000 | |||||||
Percentage of ownership before sale of stock | 100.00% | |||||||
Variable Interest Entity, Not Primary Beneficiary | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Total assets | $ 308 | $ 598 | ||||||
Percentage of voting rights acquired | 9.99% | |||||||
Variable Interest Entity, Not Primary Beneficiary | Not Discontinued Operations | Uber Eats India | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Investment value | $ 171 | |||||||
CS Mexico | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Ownership interest | 55.00% | |||||||
CS Mexico | Cornershop Global LLC | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Ownership interest | 100.00% | |||||||
Moove | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Ownership interest | 30.00% | |||||||
Capital contribution contingent on regulatory approval | $ 185 | |||||||
Term loan | $ 213 | |||||||
Call option period | 2 years | |||||||
Cornershop Global LLC | Variable Interest Entity, Not Primary Beneficiary | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Contingents rights to sale proceeds, percent | 35.00% | |||||||
ATG Investment | Preferred Class A | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Percentage of ownership after sale of stock | 13.80% | 14.20% |
Non-Controlling Interests (Deta
Non-Controlling Interests (Details) $ / shares in Units, shares in Millions, $ in Millions | Jan. 11, 2021 | Oct. 06, 2020USD ($)shares | Jul. 02, 2019 | May 16, 2019USD ($)shares | Nov. 30, 2021USD ($) | Aug. 31, 2021USD ($) | Jul. 31, 2021 | Oct. 31, 2020USD ($) | Jul. 31, 2019USD ($)segment$ / sharesshares | Dec. 31, 2021USD ($)seatshares | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($) | Jan. 19, 2021USD ($) | Jul. 06, 2020USD ($) |
Noncontrolling Interests [Line Items] | ||||||||||||||
Non-controlling interests represented by subsidiaries’ preferred units and preferred stock | $ 1,000 | $ 1,300 | ||||||||||||
CS Mexico | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Ownership interest | 100.00% | |||||||||||||
Private Placement | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Stock issued during period (in shares) | shares | 11 | |||||||||||||
Proceeds from issuance of common stock | $ 500 | |||||||||||||
Cornershop Global LLC | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | $ 290 | |||||||||||||
Fair value adjustment of redeemable non-controlling interest | $ 0 | |||||||||||||
Freight Holding | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Ownership percentage in non-controlling interest | 78.00% | 85.00% | ||||||||||||
Diluted ownership percentage in non-controlling interest | 75.00% | 79.00% | ||||||||||||
Shares reserved (in shares) | shares | 99.8 | 99.8 | ||||||||||||
Shares available for grant and issuance (in shares) | shares | 85 | 83.8 | ||||||||||||
Cornershop Global LLC | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Ownership percentage in non-controlling interest | 55.00% | |||||||||||||
Derecognized carrying value of redeemable non-controlling interests | $ 1,300 | |||||||||||||
2020 Freight Series A Investor | Freight Holding | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Liquidation preference, multiplier | 150.00% | |||||||||||||
Preferred shared, compounding dividend (in percent) | 6.00% | |||||||||||||
Freight Series A-1 Investors | Freight Holding | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Liquidation preference, multiplier | 100.00% | |||||||||||||
Preferred shared, compounding dividend (in percent) | 6.00% | |||||||||||||
Apparate | Level 3 | Volatility | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Unobservable measurement input | 0.42 | |||||||||||||
Apparate | Level 3 | Time to Liquidity | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Unobservable measurement input | 5 years | |||||||||||||
Apparate | Level 3 | Discount for Lack of Marketability | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Unobservable measurement input | 0.17 | |||||||||||||
2020 Freight Series A Investor | Freight Holding | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Number of seats held on the board of directors | seat | 2 | |||||||||||||
2020 Freight Series A Investor | Freight Holding | Private Placement | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Percentage of ownership after sale of stock | 8.00% | |||||||||||||
Freight Holding | 2020 Freight Series A Investor | Private Placement | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Stock issued during period (in shares) | shares | 124.7 | |||||||||||||
Proceeds from issuance of common stock | $ 250 | $ 500 | ||||||||||||
Option to purchase additional shares per tranche | 50 | |||||||||||||
Option to purchase additional shares per tranche after initial closing | $ 250 | |||||||||||||
Term of option to purchase additional stock | 2 years | |||||||||||||
Freight Holding | Freight Series A-1 Investors | Private Placement | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Proceeds from issuance of common stock | $ 550 | |||||||||||||
The Public Investment Fund | Freight Holding | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Percentage of ownership after sale of stock | 4.00% | |||||||||||||
ATG Investment | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Term of agreement | 3 years | |||||||||||||
Aggregate installment amount | $ 300 | |||||||||||||
Number of semi-annual installments | segment | 6 | |||||||||||||
Revenue excluding vehicle solutions revenue | $ 100 | $ 42 | ||||||||||||
ATG Investment | Apparate | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Percentage of ownership after sale of stock | 85.80% | |||||||||||||
ATG Investment | Apparate | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Proceeds from issuance of common stock | $ 1,000 | |||||||||||||
ATG Investment | Apparate | Toyota | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Proceeds from issuance of common stock | 400 | |||||||||||||
ATG Investment | Apparate | Softbank | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Proceeds from issuance of common stock | 333 | |||||||||||||
ATG Investment | Apparate | DENSO | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Proceeds from issuance of common stock | $ 267 | |||||||||||||
ATG Investment | Preferred Class A | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Percentage of ownership after sale of stock | 13.80% | 14.20% | ||||||||||||
ATG Investment | Preferred Class A | Apparate | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Stock issued during period (in shares) | shares | 1 | |||||||||||||
Preferred stock units issued (in dollars per share) | $ / shares | $ 1,000 | |||||||||||||
Preferred Stock, Dividend Rate, Percentage | 4.50% | |||||||||||||
Apparate USA LLC | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Derecognition of ATG Business' non-controlling interests | $ 1,100 | |||||||||||||
Apparate USA LLC | Toyota Motor North America, Inc. and DENSO International America, Inc. | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Non-redeemable non-controlling interests | 701 | |||||||||||||
Apparate USA LLC | Softbank | ||||||||||||||
Noncontrolling Interests [Line Items] | ||||||||||||||
Redeemable non-controlling interests | $ 356 |
Business Combinations - Careem
Business Combinations - Careem Purchase Price Allocation (Details) - Careem Inc. $ in Millions | Jan. 02, 2020USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 1,326 |
Non-interest bearing unsecured convertible notes | 1,634 |
Transaction costs paid on January 2, 2020 on behalf of Careem | 39 |
Contingent cash consideration | 1 |
Stock-based compensation awards attributable to pre-combination services | 3 |
Total consideration | $ 3,003 |
Business Combinations - Caree_2
Business Combinations - Careem Narrative (Details) | Jan. 02, 2020USD ($)$ / shares | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Business Acquisition [Line Items] | |||
Commitment to issue unsecured convertible notes in connection with Careem acquisition | $ 238,000,000 | $ 303,000,000 | |
Careem Inc. | |||
Business Acquisition [Line Items] | |||
Notes payable term | 90 days | ||
Notes settled | 539,000,000 | ||
Notes settled in cash | 307,000,000 | ||
Notes settled in equity | 232,000,000 | ||
Commitment to issue unsecured convertible notes in connection with Careem acquisition | $ 238,000,000 | ||
Weighted average useful life | 10 years | ||
Indemnification assets acquired | $ 64,000,000 | ||
Pre-tax losses | $ 218,000,000 | ||
Careem Inc. | The Careem Notes | Convertible notes | |||
Business Acquisition [Line Items] | |||
Aggregate principal amount | $ 880,000,000 | ||
Careem Inc. | The Careem Notes | Convertible notes | |||
Business Acquisition [Line Items] | |||
Conversion price (in dollars per share) | $ / shares | $ 55 | ||
Careem Inc. | The Careem Notes | Convertible notes | Dividend Yield | |||
Business Acquisition [Line Items] | |||
Measurement input | 0 | ||
Minimum | Careem Inc. | The Careem Notes | Convertible notes | Discount Rate | |||
Business Acquisition [Line Items] | |||
Measurement input | 0.0514 | ||
Minimum | Careem Inc. | The Careem Notes | Convertible notes | Option Volatility | |||
Business Acquisition [Line Items] | |||
Measurement input | 0.421 | ||
Minimum | Careem Inc. | The Careem Notes | Convertible notes | Risk Free Rate | |||
Business Acquisition [Line Items] | |||
Measurement input | 0.0153 | ||
Maximum | Careem Inc. | The Careem Notes | Convertible notes | Discount Rate | |||
Business Acquisition [Line Items] | |||
Measurement input | 0.0519 | ||
Maximum | Careem Inc. | The Careem Notes | Convertible notes | Option Volatility | |||
Business Acquisition [Line Items] | |||
Measurement input | 0.441 | ||
Maximum | Careem Inc. | The Careem Notes | Convertible notes | Risk Free Rate | |||
Business Acquisition [Line Items] | |||
Measurement input | 0.0157 |
Business Combinations - Caree_3
Business Combinations - Careem Acquisition Date Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 02, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 8,420 | $ 6,109 | $ 167 | |
Careem Inc. | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 43 | |||
Goodwill | 2,483 | |||
Intangible assets | 540 | |||
Other long-term assets | 77 | |||
Total assets acquired | 3,143 | |||
Current liabilities | (108) | |||
Deferred tax liability | (13) | |||
Other long-term liabilities | (19) | |||
Total liabilities assumed | (140) | |||
Net assets acquired | $ 3,003 |
Business Combinations - Caree_4
Business Combinations - Careem Intangible Assets Acquired and Useful Lives (Details) - Careem Inc. $ in Millions | Jan. 02, 2020USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 540 |
Weighted Average Remaining Useful Life - Years | 10 years |
Rider relationships | |
Business Acquisition [Line Items] | |
Fair Value | $ 270 |
Weighted Average Remaining Useful Life - Years | 15 years |
Captains network | |
Business Acquisition [Line Items] | |
Fair Value | $ 40 |
Weighted Average Remaining Useful Life - Years | 1 year |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value | $ 110 |
Weighted Average Remaining Useful Life - Years | 4 years |
Trade names | |
Business Acquisition [Line Items] | |
Fair Value | $ 120 |
Weighted Average Remaining Useful Life - Years | 10 years |
Business Combinations - Corners
Business Combinations - Cornershop Narrative (Details) - USD ($) $ in Millions | Jan. 11, 2021 | Jul. 06, 2020 | Jul. 05, 2020 | Aug. 31, 2021 | Dec. 31, 2019 |
CS Mexico | |||||
Business Acquisition [Line Items] | |||||
Ownership interest | 55.00% | ||||
Cornershop Global LLC | CS Mexico | |||||
Business Acquisition [Line Items] | |||||
Ownership interest | 100.00% | ||||
Cornershop | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 253 | $ 50 | |||
Total consideration | $ 380 | $ 50 | |||
Number of shares acquired | 15,642,523 | ||||
Common stock issued | $ 67 | ||||
Cornershop | Cornershop | |||||
Business Acquisition [Line Items] | |||||
Total consideration | 200 | ||||
Cornershop | Tendering Shareholders | |||||
Business Acquisition [Line Items] | |||||
Total consideration | $ 179 | ||||
Equity interest transferred (in shares) | 2,055,038 | ||||
Cornershop Global LLC | |||||
Business Acquisition [Line Items] | |||||
Total consideration | $ 362 | $ 967 | |||
Percentage equity interest acquired | 55.00% | 45.00% | |||
Redeemable non-controlling interests | $ 290 | ||||
Weighted average useful life | 6 years | ||||
Percentage on fully-diluted basis | 0.47 | ||||
Purchase price - common stock issued (in shares) | 25,000,000 | ||||
Period after closing date | 5 years | ||||
Cornershop Global LLC | Restricted Common Stock | |||||
Business Acquisition [Line Items] | |||||
Purchase price - common stock issued (in shares) | 4,600,000 | ||||
Common stock issued | $ 202 | ||||
Requisite service period | 3 years | ||||
Share-based compensation, award vesting period | 3 years | ||||
Cornershop Global LLC | Stock options | |||||
Business Acquisition [Line Items] | |||||
Purchase price - common stock issued (in shares) | 4,000,000 | ||||
CS Mexico | |||||
Business Acquisition [Line Items] | |||||
Percentage equity interest acquired | 55.00% | ||||
CS Mexico | Cornershop Global LLC | |||||
Business Acquisition [Line Items] | |||||
Voting interest to be acquired contingent on regulatory approval | 100.00% | ||||
CS-Mexico | |||||
Business Acquisition [Line Items] | |||||
Total consideration | $ 18 | ||||
CS-Mexico | Cornershop Global LLC | |||||
Business Acquisition [Line Items] | |||||
Voting interest to be acquired contingent on regulatory approval | 55.00% | ||||
Capital contribution contingent on regulatory approval | $ 94 |
Business Combinations - Corne_2
Business Combinations - Cornershop Purchase Price Allocation (Details) - USD ($) $ in Millions | Jul. 06, 2020 | Jul. 05, 2020 | Aug. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2019 |
Cornershop | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 253 | $ 50 | |||
Notes receivable | $ 10 | ||||
Common stock issued | 67 | ||||
Total consideration | 380 | $ 50 | |||
CS-Mexico | |||||
Business Acquisition [Line Items] | |||||
Total consideration | 18 | ||||
Cornershop Global LLC | |||||
Business Acquisition [Line Items] | |||||
Total consideration | $ 362 | $ 967 |
Business Combinations - Corne_3
Business Combinations - Cornershop Acquisition Date Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 06, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 8,420 | $ 6,109 | $ 167 | |
Cornershop Global LLC | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 204 | |||
Goodwill | 384 | |||
Intangible assets | 122 | |||
Other long-term assets | 11 | |||
Total assets acquired | 721 | |||
Current liabilities | (34) | |||
Deferred tax liability | (33) | |||
Other long-term liabilities | (2) | |||
Total liabilities assumed | (69) | |||
Less: Redeemable non-controlling interests | (290) | |||
Net assets acquired | $ 362 |
Business Combinations - Corne_4
Business Combinations - Cornershop Intangible Assets Acquired and Useful Lives (Details) - Cornershop Global LLC $ in Millions | Jul. 06, 2020USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 122 |
Weighted Average Remaining Useful Life - Years | 6 years |
Vendor relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 20 |
Weighted Average Remaining Useful Life - Years | 15 years |
Shopper relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 1 |
Weighted Average Remaining Useful Life - Years | 1 year |
Consumer relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 14 |
Weighted Average Remaining Useful Life - Years | 5 years |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value | $ 58 |
Weighted Average Remaining Useful Life - Years | 4 years |
Trade names | |
Business Acquisition [Line Items] | |
Fair Value | $ 29 |
Weighted Average Remaining Useful Life - Years | 5 years |
Business Combinations - Postmat
Business Combinations - Postmates Narrative (Details) - USD ($) shares in Millions, $ in Millions | Dec. 01, 2020 | Dec. 31, 2021 | Jul. 05, 2020 |
Business Acquisition [Line Items] | |||
Measurement period adjustment | $ 188 | ||
Postmates, Inc. | |||
Business Acquisition [Line Items] | |||
Percentage equity interest acquired | 100.00% | 100.00% | |
Common stock issued | $ 3,494 | ||
Equity interest transferred (in shares) | 70 | ||
Weighted Average Remaining Useful Life - Years | 4 years | ||
Measurement period adjustment | 181 | ||
Accrued and other current liabilities | $ 181 |
Business Combinations - Postm_2
Business Combinations - Postmates Purchase Allocation (Details) - Postmates, Inc. $ in Millions | Dec. 01, 2020USD ($) |
Business Acquisition [Line Items] | |
Uber common stock transferred | $ 3,494 |
Notes receivable | 100 |
Stock-based compensation awards attributable to pre-combination services | 308 |
Total consideration | $ 3,902 |
Business Combinations - Postm_3
Business Combinations - Postmates Acquisition Date Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 01, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 8,420 | $ 6,109 | $ 167 | |
Postmates, Inc. | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 52 | |||
Other current assets | 58 | |||
Goodwill | 3,330 | |||
Intangible assets | 1,015 | |||
Other long-term assets | 57 | |||
Total assets acquired | 4,512 | |||
Accounts payable | (109) | |||
Accrued and other current liabilities | (458) | |||
Deferred tax liability | (9) | |||
Other long-term liabilities | (34) | |||
Total liabilities assumed | (610) | |||
Net assets acquired | $ 3,902 |
Business Combinations - Postm_4
Business Combinations - Postmates Intangible Assets Acquired and Useful Lives (Details) - Postmates, Inc. $ in Millions | Dec. 01, 2020USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 1,015 |
Weighted Average Remaining Useful Life - Years | 4 years |
Merchant relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 260 |
Weighted Average Remaining Useful Life - Years | 7 years |
Fleet relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 110 |
Weighted Average Remaining Useful Life - Years | 1 year 6 months |
Consumer relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 280 |
Weighted Average Remaining Useful Life - Years | 5 years |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value | $ 280 |
Weighted Average Remaining Useful Life - Years | 2 years |
Trade names | |
Business Acquisition [Line Items] | |
Fair Value | $ 30 |
Weighted Average Remaining Useful Life - Years | 3 years |
IPR&D | |
Business Acquisition [Line Items] | |
Fair Value | $ 55 |
Business Combinations - Routema
Business Combinations - Routematch and Drizly Narrative (Details) - USD ($) shares in Millions, $ in Millions | Oct. 12, 2021 | Jul. 14, 2020 | Dec. 31, 2021 | Feb. 02, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 8,420 | $ 6,109 | $ 167 | |||
Routematch Holdings, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Percentage equity interest acquired | 100.00% | |||||
Cash | $ 85 | |||||
Total consideration | 114 | |||||
Goodwill | 91 | |||||
Intangible assets | $ 27 | |||||
Weighted Average Remaining Useful Life - Years | 8 years | |||||
Routematch Holdings, Inc. | Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Common stock issued | $ 29 | |||||
Equity interest transferred (in shares) | 1 | |||||
Drizly | ||||||
Business Acquisition [Line Items] | ||||||
Percentage equity interest acquired | 100.00% | |||||
Cash | $ 42 | |||||
Common stock issued | $ 881 | |||||
Equity interest transferred (in shares) | 19 | |||||
Total consideration | $ 943 | |||||
Goodwill | 619 | |||||
Intangible assets | $ 395 | |||||
Weighted Average Remaining Useful Life - Years | 8 years |
Business Combinations - Drizly
Business Combinations - Drizly Purchase Price Allocation (Details) - Drizly $ in Millions | Oct. 12, 2021USD ($) |
Business Acquisition [Line Items] | |
Common stock issued | $ 881 |
Cash | 42 |
Stock-based compensation awards attributable to pre-combination services | 20 |
Total consideration | $ 943 |
Business Combinations - Drizl_2
Business Combinations - Drizly Acquisition Date Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Oct. 12, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 8,420 | $ 6,109 | $ 167 | |
Drizly | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 50 | |||
Goodwill | 619 | |||
Intangible assets | 395 | |||
Other long-term assets | 7 | |||
Total assets acquired | 1,071 | |||
Current liabilities | (44) | |||
Deferred tax liability | (79) | |||
Other long-term liabilities | (5) | |||
Total liabilities assumed | (128) | |||
Net assets acquired | $ 943 |
Business Combinations - Drizl_3
Business Combinations - Drizly Intangible Assets Acquired and Useful Lives (Details) - Drizly $ in Millions | Oct. 12, 2021USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 395 |
Weighted Average Remaining Useful Life - Years | 8 years |
Consumer relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 60 |
Weighted Average Remaining Useful Life - Years | 5 years |
Retailer relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 90 |
Weighted Average Remaining Useful Life - Years | 10 years |
Advertiser relationship | |
Business Acquisition [Line Items] | |
Fair Value | $ 140 |
Weighted Average Remaining Useful Life - Years | 12 years |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value | $ 75 |
Weighted Average Remaining Useful Life - Years | 3 years |
Trade names | |
Business Acquisition [Line Items] | |
Fair Value | $ 30 |
Weighted Average Remaining Useful Life - Years | 6 years |
Business Combinations - Transpl
Business Combinations - Transplace Narrative (Details) - USD ($) $ in Millions | Nov. 12, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jul. 21, 2021 |
Business Acquisition [Line Items] | ||||||
Revenue | $ 17,455 | $ 11,139 | $ 13,000 | |||
Transplace | ||||||
Business Acquisition [Line Items] | ||||||
Percentage equity interest acquired | 100.00% | |||||
Total consideration | $ 2,300 | |||||
Weighted Average Remaining Useful Life - Years | 10 years | |||||
Revenue | $ 684 |
Business Combinations - Trans_2
Business Combinations - Transplace Acquisition Date Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Nov. 12, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 8,420 | $ 6,109 | $ 167 | |
Transplace | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 29 | |||
Accounts receivable, net | 899 | |||
Prepaid expenses and other current assets | 23 | |||
Property and equipment, net | 44 | |||
Operating lease right-of-use assets | 57 | |||
Intangible assets | 902 | |||
Goodwill | 1,438 | |||
Other long-term assets | 3 | |||
Total assets acquired | 3,395 | |||
Accounts payable | (516) | |||
Operating lease liabilities, current | (7) | |||
Accrued and other current liabilities | (363) | |||
Operating lease liabilities, non-current | (66) | |||
Other long-term liabilities | (1) | |||
Total liabilities assumed | (1,116) | |||
Net assets acquired | 2,279 | |||
Deferred tax liability | $ (163) |
Business Combinations - Trans_3
Business Combinations - Transplace Intangible Assets Acquired and Useful Lives (Details) - Transplace $ in Millions | Nov. 12, 2021USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 902 |
Weighted Average Remaining Useful Life - Years | 10 years |
Rider relationships | |
Business Acquisition [Line Items] | |
Fair Value | $ 530 |
Weighted Average Remaining Useful Life - Years | 12 years |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value | $ 363 |
Weighted Average Remaining Useful Life - Years | 7 years |
Trade names | |
Business Acquisition [Line Items] | |
Fair Value | $ 9 |
Weighted Average Remaining Useful Life - Years | 2 years |
Business Combinations - Pro For
Business Combinations - Pro Forma (Details) - 2020 Acquired Businesses And Transplace - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||
Revenue | $ 21,764,000 | $ 15,158,000 |
Net loss including non-controlling interests | $ (700,000) | $ (7,342,000) |
Divestitures - Narrative (Detai
Divestitures - Narrative (Details) $ in Millions | Jan. 19, 2021USD ($) | May 07, 2020USD ($)seat | Jan. 21, 2020USD ($) | Jan. 31, 2019USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Gain on business divestitures, net | $ (1,684) | $ (204) | $ 0 | ||||||
Neutron Holdings, Inc. dba Lime | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Number of seats held on the board of directors | seat | 1 | ||||||||
Variable Interest Entity, Not Primary Beneficiary | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Percentage of voting rights acquired | 9.99% | ||||||||
Not Discontinued Operations | Aurora | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Fair value of common shares received | $ 1,277 | ||||||||
Not Discontinued Operations | Lion City Rentals | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Equity percentage to be purchased | 100.00% | ||||||||
Fair value of consideration received, cash | $ 310 | ||||||||
Contingent consideration | $ 33 | ||||||||
Not Discontinued Operations | Uber Eats India | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Term of note receivable | 4 years | ||||||||
Other receivable value | $ 35 | ||||||||
Gain on business divestitures, net | $ (154) | $ (154) | |||||||
Not Discontinued Operations | Uber Eats India | Variable Interest Entity, Not Primary Beneficiary | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Investment value | $ 171 | ||||||||
Not Discontinued Operations | JUMP Divestiture | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Gain on business divestitures, net | $ 27 | ||||||||
Not Discontinued Operations | JUMP Divestiture | Neutron Holdings, Inc. dba Lime | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Fully-diluted ownership interest (in percent) | 31.00% | ||||||||
Consideration - convertible note receivable | $ 85 | ||||||||
Conversion rate for convertible note receivable (in percent) | 20.00% | ||||||||
Term of note receivable | 2 years | ||||||||
Not Discontinued Operations | JUMP Divestiture | Neutron Holdings, Inc. dba Lime | Common Stock | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Fully-diluted ownership interest (in percent) | 10.00% | ||||||||
Undiluted ownership interest (in percent) | 22.00% | ||||||||
Not Discontinued Operations | Apparate USA LLC | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Contingent consideration | $ 2,019 | ||||||||
Gain on business divestitures, net | (1,644) | ||||||||
Derecognition of ATG Business' non-controlling interests | $ 1,100 | 1,057 | |||||||
Vesting period | 12 months | ||||||||
Liability recognized for future obligations | $ 315 | $ 315 | |||||||
Not Discontinued Operations | Apparate USA LLC | Aurora | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Fair value of common shares received | $ 1,300 | ||||||||
Percentage of fully diluted common shares | 22.00% | ||||||||
Percentage of undiluted shares | 25.00% | ||||||||
Additional investment | $ 400 | ||||||||
Percent of fully diluted convertible preferred shares | 4.00% | ||||||||
Percent of undiluted convertible preferred shares | 5.00% |
Divestitures - Gain on Disposit
Divestitures - Gain on Disposition (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 19, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 1,684 | $ 204 | $ 0 | |
Not Discontinued Operations | Apparate USA LLC | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Derecognition of ATG Business' non-controlling interests | 1,057 | $ 1,100 | ||
Liability recognized for future obligations | (315) | (315) | ||
Disposal Group, Including Discontinued Operation, Consideration | 2,019 | |||
Disposal Group, Including Discontinued Operation, Net Assets | (375) | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 1,644 | |||
Aurora | Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Fair value of common shares received | $ 1,277 | |||
Aurora | Not Discontinued Operations | Apparate USA LLC | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Fair value of common shares received | $ 1,300 |
Restructuring and Related Cha_3
Restructuring and Related Charges - Cost by Segment and Function (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | $ 362 |
Severance and Other Termination Benefits | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 199 |
Site Closure Costs | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 98 |
Other | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 65 |
Operations and support | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 172 |
Sales and marketing | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 21 |
Research and development | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 85 |
General and administrative | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 84 |
Segments | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 281 |
Corporate G&A and Platform R&D | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 81 |
Mobility | Segments | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 67 |
Delivery | Segments | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 32 |
Freight | Segments | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 7 |
All Other | Site Closure Costs | Exit Of JUMP Business | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 21 |
All Other | Other | Exit Of JUMP Business | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 65 |
All Other | Segments | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 175 |
All Other | Segments | Severance and Other Termination Benefits | Exit Of JUMP Business | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | $ 30 |
Restructuring and Related Cha_4
Restructuring and Related Charges - Reserve Rollforward (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | $ 3 | $ 0 |
Charges | 362 | |
Cash payments | (2) | (245) |
Non-cash adjustments | (114) | |
Restructuring reserve, ending balance | 1 | 3 |
Operating lease right-of-use assets | 3 | 94 |
Severance and Other Termination Benefits | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 2 | 0 |
Charges | 199 | |
Cash payments | (2) | (197) |
Non-cash adjustments | 0 | |
Restructuring reserve, ending balance | 0 | 2 |
Cash settled and to be settled charges | 248 | |
Site Closure Costs | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 0 | 0 |
Charges | 98 | |
Cash payments | 0 | (3) |
Non-cash adjustments | (95) | |
Restructuring reserve, ending balance | 0 | 0 |
Operating lease right-of-use assets | 50 | |
Site Closure Costs | Leasehold improvements | ||
Restructuring Reserve [Roll Forward] | ||
Write-off of the leasehold improvements | 38 | |
Other | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 1 | 0 |
Charges | 65 | |
Cash payments | 0 | (45) |
Non-cash adjustments | (19) | |
Restructuring reserve, ending balance | $ 1 | $ 1 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 55 | $ 34 | $ 34 |
Additions | 246 | 178 | 195 |
Deductions | (250) | (157) | (195) |
Balance at End of Period | 51 | 55 | 34 |
Deferred tax asset valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 13,410 | 9,855 | 1,294 |
Additions | 571 | 3,655 | 8,616 |
Deductions | (61) | (100) | (55) |
Balance at End of Period | 13,920 | 13,410 | 9,855 |
Insurance reserves | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 3,466 | 3,418 | 2,937 |
Additions | 1,696 | 950 | 1,451 |
Deductions | (1,174) | (902) | (970) |
Balance at End of Period | 3,988 | 3,466 | 3,418 |
Increase (decrease) for changes in estimates | 69 | $ 35 | $ 9 |
Increase (decrease) for reserves assumed with loss portfolio transfer reinsurance agreement | $ 374 |
Uncategorized Items - uber-2021
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-02 [Member] |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations | $ 8,209,000,000 |