Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 22, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --12-31 | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-40115 | ||
Entity Registrant Name | COUPANG, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 27-2810505 | ||
Entity Address, Address Line One | 720 Olive Way, Suite 600 | ||
Entity Address, City or Town | Seattle | ||
Entity Address, State or Province | WA | ||
Entity Address, Postal Zip Code | 98101 | ||
City Area Code | 206 | ||
Local Phone Number | 333-3839 | ||
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | ||
Trading Symbol | CPNG | ||
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 | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 19,562,964,768 | ||
Documents incorporated by reference | Portions of the Registrant’s Proxy Statement for the 2024 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such 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, 2023. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001834584 | ||
Common Class A | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 1,618,514,727 | ||
Common Class B | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 174,802,990 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | Samil PricewaterhouseCoopers |
Auditor Location | Seoul, Republic of Korea |
Auditor Firm ID | 1103 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Total net revenues | $ 24,383 | $ 20,583 | $ 18,406 |
Cost of sales | 18,193 | 15,873 | 15,455 |
Operating, general and administrative | 5,717 | 4,822 | 4,445 |
Total operating cost and expenses | 23,910 | 20,695 | 19,900 |
Operating income (loss) | 473 | (112) | (1,494) |
Interest income | 178 | 53 | 9 |
Interest expense | (48) | (27) | (45) |
Other expense, net | (19) | (7) | (12) |
Income (loss) before income taxes | 584 | (93) | (1,542) |
Income tax (benefit) expense | (776) | (1) | 1 |
Net income (loss) | $ 1,360 | $ (92) | $ (1,543) |
Earnings per share | |||
Basic (in usd per share) | $ 0.76 | $ (0.05) | $ (1.08) |
Diluted (in usd per share) | $ 0.75 | $ (0.05) | $ (1.08) |
Weighted-average shares used in computing net income (loss) per share attributable to Class A and Class B common stockholders: | |||
Basic (in shares) | 1,782 | 1,765 | 1,424 |
Diluted (in shares) | 1,803 | 1,765 | 1,424 |
Net retail sales | |||
Total net revenues | $ 21,223 | $ 18,338 | $ 16,488 |
Net other revenue | |||
Total net revenues | $ 3,160 | $ 2,245 | $ 1,918 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (Loss) (Statement) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 1,360 | $ (92) | $ (1,543) |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments, net of tax | (2) | 9 | 41 |
Actuarial (loss) gain on defined severance benefits, net of tax | (18) | 41 | (57) |
Total other comprehensive (loss) income | (20) | 50 | (16) |
Comprehensive income (loss) | $ 1,340 | $ (42) | $ (1,559) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Cash and cash equivalents | $ 5,243 | $ 3,509 |
Restricted cash | 353 | 176 |
Accounts receivable, net | 314 | 184 |
Inventories | 1,666 | 1,657 |
Prepaids and other current assets | 316 | 304 |
Total current assets | 7,892 | 5,830 |
Property and equipment, net | 2,465 | 1,820 |
Operating lease right-of-use assets | 1,601 | 1,405 |
Deferred tax assets | 925 | 40 |
Long-term lease deposits and other | 463 | 418 |
Total assets | 13,346 | 9,513 |
Liabilities and stockholders' equity | ||
Accounts payable | 5,099 | 3,622 |
Accrued expenses | 352 | 299 |
Deferred revenue | 97 | 92 |
Short-term borrowings | 282 | 175 |
Current portion of long-term debt | 203 | 129 |
Current portion of long-term operating lease obligations | 386 | 326 |
Other current liabilities | 526 | 420 |
Total current liabilities | 6,945 | 5,063 |
Long-term debt | 529 | 538 |
Long-term operating lease obligations | 1,387 | 1,234 |
Defined severance benefits and other | 381 | 264 |
Total liabilities | 9,242 | 7,099 |
Commitments and contingencies (Note 13) | ||
Redeemable noncontrolling interest | 15 | 0 |
Stockholders' equity | ||
Class A — shares authorized 10,000, outstanding 1,616 and 1,598 Class B — shares authorized 250, outstanding 175 and 175 | 0 | 0 |
Additional paid-in capital | 8,489 | 8,154 |
Accumulated other comprehensive (loss) income | (17) | 3 |
Accumulated deficit | (4,383) | (5,743) |
Total stockholders' equity | 4,089 | 2,414 |
Total liabilities and stockholders' equity | $ 13,346 | $ 9,513 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Common Class A | ||
Common stock, shares authorized (in shares) | 10,000,000,000 | 10,000,000,000 |
Common stock, shares outstanding (in shares) | 1,616,000,000 | 1,598,000,000 |
Common Class B | ||
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares outstanding (in shares) | 175,000,000 | 175,000,000 |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Preferred Units and Stockholders'/Members' Equity (Deficit) - USD ($) shares in Millions, $ in Millions | Total | Common Units | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Redeemable Convertible Preferred Units |
Beginning balance (in shares) at Dec. 31, 2020 | 1,329 | ||||||
Beginning balance at Dec. 31, 2020 | $ 3,466 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Conversion of redeemable convertible preferred units into Class A and Class B common stock (in shares) | (1,329) | ||||||
Conversion of redeemable convertible preferred units into Class A and Class B common stock | $ (3,466) | ||||||
Ending balance (in shares) at Dec. 31, 2021 | 0 | ||||||
Ending balance at Dec. 31, 2021 | $ 0 | ||||||
Beginning balance (in shares) at Dec. 31, 2020 | 106 | 0 | |||||
Common units, beginning balance at Dec. 31, 2020 | $ 45 | ||||||
Beginning balance at Dec. 31, 2020 | $ (4,069) | $ 0 | $ 25 | $ (31) | $ (4,108) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (1,543) | (1,543) | |||||
Foreign currency translation adjustments, net of tax | 41 | 41 | |||||
Actuarial (loss) gain on defined severance benefits, net of tax | (57) | (57) | |||||
Issuance of common units, equity-based compensation plan (in shares) | 23 | ||||||
Issuance of common units, equity-based compensation plans | 39 | $ 39 | |||||
Equity-based compensation | 3 | $ 3 | |||||
Conversion of common units into Class A and Class B common stock (in shares) | 129 | 129 | |||||
Conversion of common units into Class A and Class B common stock | 0 | $ (87) | 87 | ||||
Conversion of redeemable convertible preferred units into Class A and Class B common stock (in shares) | 1,329 | ||||||
Conversion of redeemable convertible preferred units into Class A and Class B common stock | 3,466 | 3,466 | |||||
Issuance of Class A common stock, net of underwriting discounts and offering costs (in shares) | 100 | ||||||
Issuance of Class A common stock, net of underwriting discounts and offering costs | 3,417 | 3,417 | |||||
Conversion of convertible notes into Class A common stock (in shares) | 172 | ||||||
Conversion of convertible notes into Class A common stock | 610 | 610 | |||||
Net issuance of common stock upon exercise of stock options subsequent to Corporate Conversion and IPO (in shares) | 12 | ||||||
Net issuance of common stock upon exercise of stock options subsequent to Corporate Conversion and IPO | 23 | 23 | |||||
Net issuance of common stock upon settlement of RSUs subsequent to Corporate Conversion and IPO (in shares) | 12 | ||||||
Net issuance of common stock upon settlement of RSUs subsequent to Corporate Conversion and IPO | 0 | ||||||
Equity-based compensation subsequent to Corporate Conversion and IPO | 246 | 246 | |||||
Ending balance (in shares) at Dec. 31, 2021 | 0 | 1,754 | |||||
Common units, ending balance at Dec. 31, 2021 | $ 0 | ||||||
Ending balance at Dec. 31, 2021 | 2,176 | $ 0 | 7,874 | (47) | (5,651) | ||
Ending balance (in shares) at Dec. 31, 2022 | 0 | ||||||
Ending balance at Dec. 31, 2022 | $ 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (92) | (92) | |||||
Foreign currency translation adjustments, net of tax | 9 | 9 | |||||
Actuarial (loss) gain on defined severance benefits, net of tax | 41 | 41 | |||||
Equity-based compensation | 262 | 262 | |||||
Net issuance of common stock upon exercise of stock options subsequent to Corporate Conversion and IPO (in shares) | 9 | ||||||
Net issuance of common stock upon exercise of stock options subsequent to Corporate Conversion and IPO | 18 | 18 | |||||
Net issuance of common stock upon settlement of RSUs subsequent to Corporate Conversion and IPO (in shares) | 10 | ||||||
Net issuance of common stock upon settlement of RSUs subsequent to Corporate Conversion and IPO | 0 | ||||||
Ending balance (in shares) at Dec. 31, 2022 | 0 | 1,773 | |||||
Common units, ending balance at Dec. 31, 2022 | $ 0 | ||||||
Ending balance at Dec. 31, 2022 | 2,414 | $ 0 | 8,154 | 3 | (5,743) | ||
Ending balance (in shares) at Dec. 31, 2023 | 0 | ||||||
Ending balance at Dec. 31, 2023 | $ 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 1,360 | 1,360 | |||||
Foreign currency translation adjustments, net of tax | (2) | (2) | |||||
Actuarial (loss) gain on defined severance benefits, net of tax | (18) | (18) | |||||
Equity-based compensation | 326 | 326 | |||||
Net issuance of common stock upon exercise of stock options subsequent to Corporate Conversion and IPO (in shares) | 4 | ||||||
Net issuance of common stock upon exercise of stock options subsequent to Corporate Conversion and IPO | 9 | 9 | |||||
Net issuance of common stock upon settlement of RSUs subsequent to Corporate Conversion and IPO (in shares) | 14 | ||||||
Net issuance of common stock upon settlement of RSUs subsequent to Corporate Conversion and IPO | 0 | ||||||
Ending balance (in shares) at Dec. 31, 2023 | 0 | 1,791 | |||||
Common units, ending balance at Dec. 31, 2023 | $ 0 | ||||||
Ending balance at Dec. 31, 2023 | $ 4,089 | $ 0 | $ 8,489 | $ (17) | $ (4,383) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities | |||
Net income (loss) | $ 1,360 | $ (92) | $ (1,543) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 275 | 231 | 201 |
Provision for severance benefits | 159 | 161 | 128 |
Equity-based compensation | 326 | 262 | 249 |
Inventory and fixed asset losses due to fulfillment center fire | 0 | 0 | 285 |
Non-cash operating lease expense | 338 | 310 | 259 |
Deferred income taxes | (884) | (41) | 0 |
Non-cash others | 140 | 112 | 78 |
Change in operating assets and liabilities: | |||
Accounts receivable, net | (133) | (34) | (120) |
Inventories | (44) | (367) | (528) |
Other assets | (153) | (249) | (178) |
Accounts payable | 1,514 | 444 | 728 |
Accrued expenses | 43 | 7 | 207 |
Other liabilities | (289) | (179) | (177) |
Net cash provided by (used in) operating activities | 2,652 | 565 | (411) |
Investing activities | |||
Purchases of property and equipment | (896) | (824) | (674) |
Proceeds from sale of property and equipment | 19 | 13 | 2 |
Other investing activities | (50) | (37) | (4) |
Net cash used in investing activities | (927) | (848) | (676) |
Financing activities | |||
Proceeds from issuance of Class A common stock upon initial public offering, net of underwriting discounts | 0 | 0 | 3,431 |
Deferred offering costs paid | 0 | 0 | (12) |
Proceeds from issuance of common stock/units, equity-based compensation plan | 9 | 18 | 62 |
Proceeds from short-term borrowings and long-term debt | 572 | 701 | 434 |
Repayment of short-term borrowings and long-term debt | (392) | (467) | (336) |
Net short-term borrowings and other financing activities | 10 | (5) | (2) |
Net cash provided by financing activities | 199 | 247 | 3,577 |
Effect of exchange rate changes on cash and cash equivalents, and restricted cash | (14) | (87) | (81) |
Net increase (decrease) in cash and cash equivalents, and restricted cash | 1,910 | (123) | 2,409 |
Cash and cash equivalents, and restricted cash, as of beginning of period | 3,687 | 3,810 | 1,401 |
Cash and cash equivalents, and restricted cash, as of end of period | $ 5,597 | $ 3,687 | $ 3,810 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Description of Business and Summary of Significant Accounting Policies Description of Business Coupang, Inc. (“Coupang” or the “Parent”), together with its wholly-owned subsidiaries (collectively, “we,” “us,” or “our”), is a Delaware corporation, which owns and operates a retail business that primarily serves the Korean retail market. Through our mobile applications and Internet websites, we offer products and services that span a wide range of categories, including home goods and décor, apparel and beauty products, fresh food and grocery, sporting goods, electronics, everyday consumables, travel, restaurant order and delivery, content streaming, and advertising, which are offered through a fully integrated technology, fulfillment and logistics infrastructure. We are headquartered in the United States, with operations and support services performed in geographies including South Korea, Taiwan, Singapore, China, and India. We completed our initial public offering (“IPO”) on March 15, 2021, in which we issued and sold 100 million shares of our Class A common stock at a price of $35.00 per share and received net proceeds of $3.4 billion. In connection with our IPO, Coupang, LLC, a Delaware limited liability company, converted into a Delaware corporation pursuant to a statutory conversion, which changed our name to Coupang, Inc. (“Corporate Conversion”). Farfetch Acquisition In January 2024 we acquired the business and assets of Farfetch Holdings plc (“Farfetch”), a leading global marketplace for the luxury fashion industry (the “Farfetch Acquisition”). Refer to Note 15 — " Subsequent Event - Farfetch" for additional information. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain prior period amounts have been reclassified or combined to conform to current year presentation. Our fiscal year is consistent with the calendar year and ends on December 31. References to years relate to the fiscal year ended December 31. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. We based our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates. Segment Information We have two reportable segments: Product Commerce and Developing Offerings. Refer to Note 3 — "Segment Reporting" for additional information. Foreign Currency Our functional currency, including that of the Parent, is the United States dollar (“U.S. dollar”). The Korean Won is the local and functional currency for our Korean subsidiary, Coupang Corp., which is our primary operating subsidiary. The other subsidiaries predominantly utilize their local currencies as their functional currencies. Assets and liabilities of each subsidiary are translated into U.S. dollars at the exchange rate in effect at the end of each period. Revenue and expenses for these subsidiaries are translated into U.S. dollars using average rates that approximate those in effect during the period. Translation adjustments are included in “Accumulated other comprehensive (loss) income,” a separate component of stockholders’ equity and in the “Effect of exchange rate changes on cash and cash equivalents, and restricted cash” in the consolidated statements of cash flows. Transaction gains and losses are included in “Other expense, net” in the consolidated statements of operations. Revenue Recognition We recognize revenues on the amount of expected consideration it will receive, which incorporates reductions for estimated returns, promotional discounts, and earned loyalty rewards. Revenue excludes amounts collected on behalf of third parties, such as value added taxes. Historical experience is used to estimate returns at the time of sale at a portfolio level using the expected value method. We include these amounts in the transaction price to the extent it is probable that a significant reversal of revenue will not occur and updates as additional information becomes available. For revenue contracts with multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We primarily determine stand-alone selling prices based on the prices charged to customers. Net Retail Sales Retail sales are earned from our online product sales to consumers. Retail revenue is recognized when control of the goods is transferred to the customer, which occurs upon delivery to the customer. Net Other Revenue Net other revenue includes commissions and logistics and fulfillment fees earned from merchants that sell their products through our online business. We are not the seller of record in these transactions, nor do we take control of the related inventory. Although we process and collect the entire amount of these transactions, we record revenue on the net commission because we are acting as an agent. Commission revenue is recognized when the order is completed and transmitted to the third-party merchant. Logistics and fulfillment fees are recognized as the services are rendered. Net other revenue also includes consideration from our online restaurant ordering and delivery services, performed by us, as well as advertising services provided on our website and mobile applications. Revenues from online restaurant ordering and delivery are recognized when we deliver the order. Advertising revenue is recognized as ads are delivered over a period of time or based on number of clicks and impressions. We offer a subscription service to our Rocket WOW membership program, which provides customers with access to benefits such as access to Rocket Fresh, no minimum spend for Rocket Delivery, Dawn Delivery, product discounts, free shipping on returns, discounts on restaurant orders via Coupang Eats, and access to content streaming. Subscription benefits represent a single, stand-ready obligation and revenue from subscription fees are recognized over the subscription period. Deferred Revenue Deferred revenue primarily relates to retail sales and is recorded when payments are received in advance of delivery to customers. Deferred revenue is generally recognized as revenue in the following month when delivery is made to customers. Discount Coupons and Loyalty Rewards For discount coupons or loyalty rewards offered as part of revenue transactions, we defer a portion of the revenue based on the estimated standalone selling price of the discount coupons or loyalty rewards earned and recognize the revenue as they are redeemed in future transactions or when they expire. Discount coupons and loyalty rewards expire after six months and are generally redeemed within six months from issuance and therefore, breakage is not significant. We also issue discount coupons or loyalty rewards that are not earned in conjunction with the purchase of a product as part of our marketing activities. This is not a performance obligation and is recognized as a reduction of the transaction price when rendered by the customer. Cost of Sales Cost of sales are primarily comprised of the purchase price of products sold to customers where we record revenue gross, and includes logistics center costs. Inbound shipping and handling costs to receive products from suppliers are included in inventory and recognized in cost of sales as products are sold. Additionally, cost of sales includes outbound shipping and logistics related expenses, and delivery service costs from our restaurant delivery business, primarily where we are the delivery service provider, as well as depreciation and amortization. Payments from Suppliers We receive consideration from suppliers for various programs, including rebates, incentives, and discounts, as well as advertising services provided on our website and mobile applications. We generally record these amounts received from suppliers to be a reduction of the prices we pay for their goods, and a subsequent reduction in cost of sales as the inventory is sold. Operating, General and Administrative Expenses Operating, general and administrative expenses include all our operating costs, excluding cost of sales, as described above. More specifically, these expenses include costs incurred in operating and staffing our fulfillment centers (including costs attributable to receiving, inspecting, picking, packaging, and preparing customer orders), customer service related costs, payment processing fees, costs related to the design, execution and maintenance of our technology infrastructure and online offerings, advertising costs, general corporate function costs, and depreciation and amortization. Advertising expenses, which are expensed as incurred, were $711 million, $605 million, and $433 million for 2023, 2022 and 2021, respectively. Equity-Based Compensation We account for equity-based employee compensation arrangements in accordance with U.S. GAAP, which requires compensation expense for the grant-date fair value of equity-based awards to be recognized over the requisite service period. We determine the fair value of equity-based awards granted or modified on the grant date or modification date using appropriate valuation techniques. Forfeitures are estimated using historical experience at the time of grant and revised in subsequent periods if actual forfeitures differ from initial estimates. Restricted Stock Units We previously granted restricted equity units (“REUs”) under our 2011 Equity Incentive Plan (“2011 Plan”), which vest upon the satisfaction of both a service-based condition and a performance-based condition. The performance condition was satisfied at the time of the IPO, and we recorded cumulative equity-based compensation expense for the awards based on the service-based conditions. The fair value of the REUs were estimated based on the fair market value of our common units on the date of grant. In connection with our Corporate Conversion, the outstanding awards were converted into restricted stock units (“RSUs”). We have subsequently granted RSUs that generally vest upon the satisfaction of a service-based condition as defined in our 2021 Equity Incentive Plan (“2021 Plan”). The grant-date fair value of each RSU, net of estimated forfeitures, is recognized as expense over the requisite service period on a straight-line basis for RSUs with service only vesting conditions. Stock Options We previously granted unit options under the 2011 Plan, which vest over a service period of generally four years. In connection with our Corporate Conversion, the outstanding awards were converted into stock options. The grant-date fair value of each stock option award, net of estimated forfeitures, is recognized as expense over the requisite service period on a straight-line basis. We estimate the fair value of stock options granted using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the expected stock price volatility over the expected term of the award, actual and projected employee stock option exercise behaviors, the risk-free interest rate for the expected term of the award, and expected dividends. Expected volatility is based on historical volatility of the stock of industry peers. The risk-free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. Defined Severance Benefits We accrue severance benefits for employees of our Korean subsidiaries. Pursuant to the Employee Retirement Benefit Security Act of Korea, eligible employees with one or more years of service are entitled to severance payments upon the termination of their employment based on their length of service and pay rate. We recognize the defined severance benefits obligation in the consolidated balance sheets with a corresponding adjustment to operating expenses and “Accumulated other comprehensive (loss) income”. The obligations are measured annually, or more frequently if there is a remeasurement event, based on our measurement date utilizing various actuarial assumptions and methodologies. We use certain assumptions including, but not limited to, the selection of the: (i) discount rates; (ii) salary growth rates; and (iii) certain employee-related factors, such as turnover, retirement age and mortality. We review our actuarial assumptions and make modifications to the assumptions based on current rates and trends when appropriate. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been recognized in our financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based upon the difference between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Our deferred tax assets are recorded net of valuation allowances when, based on the weight of available evidence, it is more likely than not that all or some portion of the recorded deferred tax assets will not be realized in future periods. Realization of our deferred tax assets is dependent on the generation of future taxable income. In considering the need for a valuation allowance, we consider our historical, as well as future projected taxable income, along with other positive and negative evidence in assessing the realizability of our deferred tax assets. Decreases to valuation allowances are recorded as reductions to our income tax expense and increases to valuation allowances result in additional expense for income taxes. Global Intangible Low-taxed Income (“GILTI”) provisions are applied, providing for incremental tax on foreign income. We have made the policy election to record any liability associated with GILTI in the period in which it is incurred. We recognize and measure uncertain tax positions taken or expected to be taken in a tax return utilizing a two-step process. In the first step, recognition, we determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The second step addresses measurement of a tax position that meets the more-likely-than-not criteria. The tax position is measured at the largest amount of benefit that has a likelihood of greater than 50 percent of being realized upon ultimate settlement. Earnings per Share Basic earnings per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock and potentially dilutive common stock outstanding during the period. We have two classes of common stock outstanding, Class A common stock and Class B common stock (collectively “common stock”), with equal rights to dividends and income. Earnings per share are therefore the same for Class A and Class B common stock, both on an individual and combined basis. Cash and Cash Equivalents Cash and cash equivalents are short-term, highly liquid investments with original maturities of three months or less from the date of purchase, or deposit accounts that can be withdrawn at any time without significant penalty. Restricted Cash Restricted cash primarily consists of certain cash pledged as collateral for loan facility agreements, cash on deposit designated for interest and principal debt repayments, as well as cash on deposit pledged as collateral for potential refunds on transactions with customers or future payments to suppliers. Restricted cash with remaining restrictions of one year or less are classified as current on the consolidated balance sheets. Accounts Receivable, Net Accounts receivable, net are stated at their carrying value, net of allowance for credit losses based on lifetime expected losses. Accounts receivable balances are primarily trade receivables due from payment gateway providers, customers, suppliers and sellers, net of estimated allowances for credit losses. Amounts included in accounts receivable, or collected from payment gateway providers, to be remitted to merchants are included in accounts payable. Receivables from suppliers and sellers primarily relate to advertising activities. We estimate the allowance for credit losses based upon historical experience, the age and delinquency rates of receivables and credit quality, as well as economic and regulatory conditions combined with reasonable and supportable management forecasts of collectability and other economic factors over the lifetime of the receivables. We write off accounts against the allowance for credit losses when they are deemed to be uncollectible. As of December 31, 2023 and 2022, net receivables from customers and sellers were $71 million and $64 million, respectively. The allowance amounts were immaterial for all periods presented. Inventories Our inventories, which consist of products available for sale, are accounted for using the weighted average cost method, and are stated at the lower of cost or net realizable value. This valuation requires management judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product suppliers, or liquidations, and expected recoverable values of separate inventory categories. Property and Equipment, Net Property and equipment, net are stated at historical cost, less accumulated depreciation and amortization. Property and equipment primarily includes buildings and structures, land, leasehold improvements, furniture, internal-use software, vehicles, information technology equipment, heavy equipment, and other fulfillment equipment. Depreciation and amortization is calculated on a straight-line basis over the estimated useful lives of the respective asset categories. Depreciation and amortization expense is classified within the corresponding operating expense categories on the consolidated statements of operations. Maintenance and repairs are charged to operating expenses as incurred. Fulfillment Center Fire In June 2021, a fire extensively damaged our Deokpyeong fulfillment center (“FC Fire”) resulting in a loss of the inventory, building, equipment, and other assets at the site. Inventory and property and equipment losses from the FC Fire of $158 million and $138 million were recognized in “Cost of sales” and “Operating, general and administrative”, respectively, in 2021. While we are insured on property losses from the FC Fire, investigations surrounding the fire continue. In December 2022 and September 2023, we received refundable insurance cash advance payments of $79 million and $59 million, respectively, which are included within other current liabilities. We have not recognized any insurance benefit in our consolidated statements of operations to date. Whether and to what extent the advances will become non-refundable or additional proceeds will be received is currently unknown. Leases We determine if an arrangement is or contains a lease at contract inception. Leases are classified as either operating or finance. Lease obligations and right-of-use (“ROU”) assets are recognized at the present value of the fixed lease payments. We only consider options to extend or terminate a lease if it is reasonably certain that we will exercise the option. We determine our discount rate at lease inception using our incremental borrowing rate. For operating leases, expense is recognized on a straight-line basis over the lease term. Leases with an initial contractual term of twelve months or less are expensed on a straight-line basis over the lease term and we do not recognize lease liabilities and ROU assets. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Conditions that may necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable. Impairment losses are recorded if the asset’s carrying value is not recoverable through its undiscounted future cash flows. Impairment losses are measured based upon the difference between the carrying amount and estimated fair value of the related asset or asset group. No impairment losses were recorded for 2023, 2022, and 2021. Fair Value of Financial Instruments Our primary financial instruments include cash equivalents, restricted cash, accounts receivable, accounts payable, short-term borrowings, and long-term debt. The carrying amounts for cash and cash equivalents, restricted cash, accounts receivable, other assets, accounts payable, short-term borrowings, and accrued expenses approximate fair value due to their short maturities. Refer to Note 8 — "Fair Value Measurement" for further information. Concentration of Credit Risk Cash and cash equivalents, restricted cash and accounts receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, and restricted cash are placed with several financial institutions and money market funds that management believes are of high credit quality, of which 47% and 70% were held at two and three financial institutions as of December 31, 2023 and 2022, respectively. Our gross accounts receivable includes amounts concentrated with three payment processing companies representing 51% and 41% of gross accounts receivable as of December 31, 2023 and 2022, respectively. Recent Accounting Pronouncements Adopted In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-04, “Supplier Finance Programs (Subtopic 405-50) - Disclosure of Supplier Finance Program Obligations.” The standard requires entities that use supplier finance programs to make disclosures about the key terms of the program, the balance sheet presentation of the related amounts and disclose the amounts outstanding, including providing a rollforward of such amounts. The adoption of the ASU in the first quarter resulted in incremental disclosures in our consolidated financial statements, Recent Accounting Pronouncements Yet To Be Adopted In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures.” The standard requires additional disclosures about an entities segments, primarily about significant segment expenses that are reported to the Chief Operating Decision Maker. Early adoption is allowed under the standard. We are evaluating the effect of adopting the ASU on our disclosures, which is effective beginning with the fiscal year ended December 31, 2024, and interim reporting beginning with the period ended March 31, 2025. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures.” The standard requires disclosure of specific categories of an entities income tax expenses and income taxes paid among other disclosures. Early adoption is allowed under the standard. We are evaluating the effect of adopting the ASU on our disclosures, which is effective beginning with the fiscal year ended December 31, 2025. Basis of Presentation These condensed Parent company-only financial statements have been derived from its consolidated financial statements and should be read in conjunction with the consolidated financial statements and notes thereto of Coupang, Inc. and subsidiaries included in Part II, Item 8 of this Form 10-K. The Parent’s significant accounting policies are consistent with those described in Note 1 — "Description of Business and Summary of Significant Accounting Policies" in Part II, Item 8, except that all subsidiaries are accounted for as equity method investments. Certain subsidiaries in Korea hold various licenses and/or are regulated by governmental requirements. As a result, the ability of these subsidiaries to pay dividends or loan money to our Parent company is restricted due to terms which require the subsidiaries to meet certain financial covenants, including maintaining a positive net equity balance; having a minimum percentage of its total assets in low-risk, cash-like assets; and maintaining a minimum current asset to current liability ratio. In addition, the Parent has certain regulatory restrictions that only allow dividend payments to be made while maintaining a positive net equity balance or if dividends are paid out of the current years' income, if any. |
Net Revenues
Net Revenues | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Net Revenues | Net Revenues Details of total net revenues were as follows: (in millions) 2023 2022 2021 Net retail sales $ 21,223 $ 18,338 $ 16,488 Third-party merchant services 2,576 1,870 1,695 Other revenue 584 375 223 Total net revenues $ 24,383 $ 20,583 $ 18,406 This level of revenue disaggregation takes into consideration how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Net retail sales are recognized from online product sales to consumers. Third-party merchant services represent commissions, advertising, and delivery fees earned from merchants and restaurants that sell their products through our online business. Other revenue includes revenue earned from our Rocket WOW membership program and various other offerings. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting We own and operate a retail business that primarily serves the Korean retail market. The Chief Operating Decision Maker (“CODM”) is our Chief Executive Officer. We have two operating and reportable segments: Product Commerce and Developing Offerings. These segments are based on how the CODM manages the business, allocates resources, makes operating decisions and evaluates operating performance. Product Commerce primarily includes our core Korean retail (owned inventory) and marketplace offerings (third-party merchants) and Rocket Fresh, our fresh grocery category offering, as well as advertising products associated with these offerings. Revenues from Product Commerce are derived primarily from online product sales of owned inventory to customers in Korea, commissions, and logistics and fulfillment fees earned from merchants that sell products through our mobile application and website, and from Rocket WOW membership. Developing Offerings primarily includes our more nascent offerings and services, including Coupang Eats, our restaurant ordering and delivery service in Korea, Coupang Play, our online content streaming service in Korea, fintech, our retail operations in Taiwan, as well as advertising products associated with these offerings. Revenues from Developing Offerings are primarily generated from online restaurant ordering and delivery services in Korea and retail operations in Taiwan. Our segment operating performance measure is segment adjusted EBITDA. Segment adjusted EBITDA is defined as income (loss) before income taxes for a period before depreciation and amortization, equity-based compensation expense, interest expense, interest income, and other income (expense), net. Segment adjusted EBITDA also excludes impairments and other items that we do not believe are reflective of our ongoing operations. We generally allocate operating expenses to the respective segments based on usage. The CODM does not evaluate segments using asset information and, accordingly, we do not report asset information by segment. Results of operations for the reportable segments and reconciliation to loss before income taxes is as follows: (in millions) 2023 2022 2021 Net revenues Product Commerce $ 23,594 $ 19,955 $ 17,838 Developing Offerings 789 628 568 Total net revenues $ 24,383 $ 20,583 $ 18,406 Segment adjusted EBITDA Product Commerce $ 1,540 $ 606 $ (361) Developing Offerings (466) (225) (387) Total segment adjusted EBITDA $ 1,074 $ 381 $ (748) Reconciling items: Depreciation and amortization (275) (231) (201) Equity-based compensation (326) (262) (249) Interest expense (48) (27) (45) Interest income 178 53 9 Other expense, net (19) (7) (12) Fulfillment center fire losses — — (296) Income (loss) before income taxes $ 584 $ (93) $ (1,542) |
Equity-based Compensation Plans
Equity-based Compensation Plans | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-based Compensation Plans | Equity-based Compensation Plans The 2021 Plan provides for the granting of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards, and other equity-based awards. Prior to the IPO, awards were provided for under the 2011 Plan, and the vesting or exercise of those awards were issued and continue to be issued from the 2011 Plan. Upon formation of the 2021 Plan, no further awards are to be granted under the 2011 Plan, and any forfeitures of awards previously granted under the 2011 Plan will add to the amount available to grant under the 2021 Plan. The number of shares of our common stock reserved for issuance under the 2021 Plan will be increased on January 1 of each calendar year, starting on January 1, 2022 through January 1, 2031, in an amount equal to 5% of the total number of shares of our capital stock outstanding on the last day of the calendar month before the date of each automatic increase, or a lesser number of shares determined by our board of directors. Following the increase, the maximum number of shares of our common stock that may be issued under the Plans is 391,444,232 shares. As of December 31, 2023, we have 262,172,909 shares of common stock available for future grants to employees. Shares subject to stock awards granted under the 2021 Plan that expire or terminate without being exercised in full, or that are paid out in cash rather than in shares, do not reduce the number of shares available for issuance under the 2021 Plan. Additionally, shares become available for future grant under the 2021 Plan if they were issued under stock awards under the 2021 Plan and we repurchase them or they are forfeited. RSUs RSUs generally vest over 2 to 4 years from the vesting start date, subject to the recipient remaining an employee at each vesting date. For the RSUs with the performance condition satisfied upon the completion of our IPO, we recorded $41 million in equity-based compensation expense for 2021, consisting primarily of a cumulative catch-up adjustment related to such awards based on the full or partial fulfillment of requisite service periods. Unrecognized equity-based compensation expense related to these awards are recognized over the remaining requisite service periods. As of December 31, 2023, we had $601 million of unamortized compensation costs related to all unvested RSU awards. The unamortized compensation costs are expected to be recognized over a weighted-average period of approximately 2.4 years, net of estimated forfeitures. The table below summarizes our RSU activity: Outstanding RSUs (in millions, except unit price) Number of RSUs Weighted Average Grant-Date Fair Value December 31, 2022 35 $ 19.29 Granted 30 16.31 Vested (14) 19.63 Forfeited / cancelled (5) 19.71 December 31, 2023 46 $ 17.25 The following information is provided for our RSUs: (in millions, except unit price) 2023 2022 2021 Weighted average grant-date fair value of RSUs granted $ 16.31 $ 17.24 $ 32.17 Fair value of RSUs at vesting $ 223 $ 181 $ 413 Stock Options Our stock options are granted with exercise prices equal to the estimated fair value of the common shares at the date of grant. Stock options generally expire ten years from the grant date. The total unrecognized compensation expense related to unvested stock options was $1 million, which will be recognized over the weighted-average remaining service period of approximately 0.8 years, net of estimated forfeitures. The table below summarizes our stock option activity: Outstanding Options (in millions, except unit price) Number Weighted Weighted-Average Aggregate Intrinsic Value December 31, 2022 22 $ 6.50 5.90 $ 192 Forfeited / cancelled (1) $ 2.38 Exercised (4) $ 2.28 Exercised Withheld — $ 2.12 December 31, 2023 17 $ 7.60 4.90 $ 152 Exercisable as of December 31, 2023 15 $ 7.80 4.85 $ 131 Expected to vest as of December 31, 2023 2 $ 6.40 5.28 $ 19 The fair value of stock options is estimated on the grant date with the following assumptions: 2021 Weighted-average expected term (years) 4.27 Weighted-average expected volatility 70% Expected dividend yield — Risk-free interest rate 0.62% The following information is provided for our stock options: (in millions, except unit price) 2023 2022 2021 Weighted average grant-date fair value of stock options granted $ — $ — $ 16.46 Intrinsic fair value of stock options exercised $ 57 $ 131 $ 676 Equity-based Compensation Expense The following table presents the effects of equity-based compensation in the consolidated statements of operations: (in millions) 2023 2022 2021 Cost of sales $ 14 $ 16 $ 11 Operating, general and administrative 312 246 238 Total $ 326 $ 262 $ 249 |
Defined Severance Benefits
Defined Severance Benefits | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Defined Severance Benefits | Defined Severance Benefits Changes in defined severance benefits obligation were as follows: (in millions) 2023 2022 Beginning balance, January 1 $ 304 $ 283 Current service cost 141 143 Interest cost 14 9 Actuarial losses (gains) 22 (32) Payments from plans (84) (81) Cumulative effects of foreign currency translation (1) (18) Ending balance, December 31 $ 396 $ 304 Current $ 82 $ 78 Noncurrent $ 314 $ 226 The accumulated benefit obligation for all defined severance benefits was $288 million and $225 million as of December 31, 2023 and 2022, respectively. Net periodic cost consists of the following: (in millions) 2023 2022 2021 Current service costs $ 141 $ 143 $ 121 Interest cost 14 9 3 Amortization of: Prior service cost 3 3 — Net actuarial loss 1 6 4 Net periodic benefit cost $ 159 $ 161 $ 128 The principal actuarial assumptions used to determine defined severance benefits obligation were as follows: December 31, 2023 December 31, 2022 Discount rates 4.30% – 4.80% 5.10% – 5.30% Salary growth rates 5.00% – 7.00% 5.00% – 8.00% The principal actuarial assumptions used to determine the net periodic cost were as follows: 2023 2022 2021 Discount rates 5.10 % – 5.30 % 2.70 % – 3.00 % 1.73 % – 2.57 % Salary growth rates 5.00 % – 8.00 % 5.00 % – 5.24 % 1.48 % – 5.00 % The expected maturity analysis of undiscounted defined severance benefits as of December 31, 2023 was as follows: (in millions) Less than 1 year Between 1-2 years Between 2-5 years Over 5 years Total Defined severance benefits $ 87 $ 90 $ 275 $ 437 $ 889 s |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We are subject to income taxation through certain of our subsidiaries primarily in the United States, South Korea and other jurisdictions in Asia. The components of income tax (benefit) expense were as follows: (in millions of US dollars) 2023 2022 2021 Current taxes United States $ 62 $ — $ — Foreign 46 39 1 Current taxes 108 39 1 Deferred taxes United States 21 (40) — Foreign (905) — — Deferred taxes (884) (40) — Income tax (benefit) expense $ (776) $ (1) $ 1 The components of income (loss) before income taxes are as follows: (in millions of US dollars) 2023 2022 2021 United States $ (217) $ (232) $ (297) Foreign 801 139 (1,245) Income (loss) before income taxes $ 584 $ (93) $ (1,542) Differences between the provision at the federal statutory rate and the provision recorded at the consolidated level are as follows: (in millions of US dollars) 2023 2022 2021 Taxes computed at the federal statutory rate $ 122 $ (20) $ (324) Differences resulting from: Statutory rate difference 28 51 (44) Change in valuation allowances (1,031) (144) 393 GILTI 91 93 — Stock compensation 44 37 (20) Tax credit (47) (35) (5) Other nondeductible expense 17 15 — Other — 2 1 Income tax (benefit) expense $ (776) $ (1) $ 1 Our resulting effective tax rate differs from the applicable statutory rate primarily due to changes in the valuation allowance against our deferred tax assets, impacts from GILTI, tax credits and equity-based compensation. The income tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities were as follows: (in millions of US dollars) December 31, 2023 December 31, 2022 Deferred tax assets Provision and allowances $ 69 $ 57 Depreciation 8 7 Accrued expenses 69 52 Amortization 21 32 Defined severance benefits 84 71 Lease liabilities 409 353 Net operating loss carryforwards 643 790 Tax credits 33 55 Other 49 28 Total deferred tax assets 1,385 1,445 Less: valuation allowances (82) (1,085) Total deferred tax assets net of valuation allowance $ 1,303 $ 360 Deferred tax liabilities Lease asset (371) (317) Other (7) (3) Total deferred tax liabilities (378) (320) Net deferred tax assets $ 925 $ 40 Our valuation allowances were $82 million and $1.1 billion as of December 31, 2023 and 2022, respectively. The valuation allowance at December 31, 2022 was primarily related to our Korea net operating loss carryforwards that, in our judgment, were not more likely than not to be realized. During 2023, we continued to see improved and sustained profitability in Korea, which represents objective positive evidence for the realizability of certain deferred tax assets. As such, based on our analysis of the positive and negative evidence in each tax jurisdiction, during 2023 we released the valuation allowance primarily related to the Korea net operating loss deferred tax assets. The release of the valuation allowance in 2023 resulted in an increase to the carrying value of deferred tax assets on the balance sheet and a benefit to our provision for income taxes of $905 million. Changes in the valuation allowances were as follows: (in millions) 2023 2022 2021 Beginning balance, January 1 $ (1,085) $ (1,284) $ (975) Changes to existing valuation allowances 140 103 (393) Derecognition of valuation allowances 905 41 — Changes in foreign exchange rates, statutory rates and other (42) 55 84 Ending balance, December 31 $ (82) $ (1,085) $ (1,284) As of December 31, 2023, we have net operating loss carryforwards for corporate income tax purposes of $2.6 billion which are available to offset future corporate taxable income, if any. The net operating loss carryforwards in Korea expire as follows: (in millions) Korea 2026 14 2027 506 2028 819 2029 128 2035 - 2037 899 Total net operating loss carryforwards $ 2,366 At December 31, 2023, we had $255 million of net operating loss carryforwards in other jurisdictions, including Taiwan, Japan and China which begin to expire in 2026. We have corporate tax credit carryforwards of $67 million in the US which are available to reduce future corporate regular income taxes and $49 million of which expires between 2037 and 2043. We did not have any material uncertain tax positions as of December 31, 2023 and 2022. The open tax years for our major tax jurisdictions are 2019 - 2023 for the United States and 2018 - 2023 for Korea. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The following table presents the calculation of basic and diluted earnings per share: (in millions, except per share amounts) 2023 2022 2021 Numerator Net income (loss) $ 1,360 $ (92) $ (1,543) Denominator Weighted-average shares used in computing net income (loss) per share attributable to Class A and Class B common stockholders: Basic 1,782 1,765 1,424 Dilutive effect of equity compensation awards 21 — — Diluted 1,803 1,765 1,424 Earnings per share: Basic $ 0.76 $ (0.05) $ (1.08) Diluted $ 0.75 $ (0.05) $ (1.08) Anti-dilutive shares 3 24 46 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement Fair value represents 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. Fair value measurements are reported in one of three levels reflecting the significant inputs used to determine fair value. The following summarizes our financial assets and financial liabilities that are measured at fair value on a recurring basis: (in millions of US dollars) Classification Measurement Level December 31, 2023 December 31, 2022 Financial assets Money market trust Cash and cash equivalents Level 1 $ 1,582 $ 390 Money market fund Cash and cash equivalents Level 1 $ 1,205 $ — Money market trust Restricted cash Level 1 $ 86 $ 77 Our long-term debt is recorded at amortized cost. The fair value is estimated using Level 2 inputs based on our current interest rates for similar types of borrowing arrangements. The carrying amount of the long-term debt approximates its fair value as of December 31, 2023 and 2022, due primarily to the interest rates approximating market interest rates. |
Property and Equipment, net
Property and Equipment, net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | The following summarizes our property and equipment, net: (in millions) Useful Life December 31, 2023 December 31, 2022 Land $ 323 $ 296 Buildings 40 years 751 302 Equipment and furniture 1 - 8 years 914 648 Leasehold improvements (1) 662 525 Vehicles 4 - 6 years 79 134 Software 4 years 26 26 Construction in progress 347 428 Property and equipment, gross $ 3,102 $ 2,359 Less: Accumulated depreciation and amortization (637) (539) Property and equipment, net $ 2,465 $ 1,820 (1) Lesser of useful life or remaining lease term For 2023, 2022, and 2021, depreciation and amortization expense on property and equipment was $271 million, $229 million, and $200 million, respectively. Property and equipment under construction, which primarily consists of fulfillment centers and deposits for equipment, is recorded as construction in progress until it is ready for its intended use; thereafter, it is transferred to the related class of property and equipment and depreciated over its estimated useful life. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | We are obligated under operating leases primarily for vehicles, equipment, warehouses, and facilities that expire over the next ten years. These leases can contain renewal options. Because we are not reasonably certain to exercise these renewal options, or the renewal options are not solely within our discretion, the options are not considered in determining the lease term, and the associated potential option payments are excluded from expected minimum lease payments. Our leases generally do not include termination options for either party or restrictive financial or other covenants. Our finance leases as of December 31, 2023 and 2022 were not material and are included in property and equipment, net, on our consolidated balance sheets. The components of operating lease cost were as follows: (in millions) 2023 2022 2021 Operating lease cost $ 457 $ 410 $ 341 Variable and short-term lease cost 42 40 38 Total operating lease cost $ 499 $ 450 $ 379 Supplemental disclosure of cash flow information related to operating leases were as follows: (in millions) 2023 2022 2021 Cash paid for the amount used to measure the operating lease liabilities $ 445 $ 367 $ 288 Operating lease assets obtained in exchange for lease obligations $ 428 $ 426 $ 599 Net increase to operating lease ROU assets resulting from remeasurements of lease obligations $ 133 $ 8 $ 109 Amounts disclosed for ROU assets obtained in exchange for lease obligations include amounts added to the carrying amount of ROU assets resulting from lease modifications and reassessments, and new leases. The assumptions used to value operating leases for the periods presented were as follows: December 31, 2023 December 31, 2022 Weighted-average remaining lease term 5.7 years 5.7 years Weighted-average discount rate 7.77 % 6.76 % As of December 31, 2023, we had entered into operating leases that have not commenced with future minimum lease payments of $355 million, that have not been recognized on our consolidated balance sheets. These leases have non-cancellable lease terms of 1 to 10 years. |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | |
Supplemental financial information | Supplemental Financial Information Supplemental Disclosure of Cash Flow Information (in millions) 2023 2022 2021 Supplemental disclosure of cash-flow information Cash paid for income taxes, net of refunds $ 110 $ 6 $ 3 Cash paid for interest $ 31 $ 19 $ 21 Non-cash investing and financing activities Increase (decrease) in property and equipment-related accounts payable $ 23 $ (68) $ 45 Conversion of common units into Class A and Class B common stock $ — $ — $ 87 Conversion of redeemable convertible preferred units into Class A and Class B common stock $ — $ — $ 3,466 Conversion of convertible notes into Class A common stock $ — $ — $ 610 The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown within the consolidated statements of cash flows. December 31, (in millions) 2023 2022 2021 Current assets Cash and cash equivalents $ 5,243 $ 3,509 $ 3,488 Restricted cash 353 176 320 Noncurrent assets Restricted cash included in long-term leasehold deposits and other 1 2 2 Total cash, cash equivalents and restricted cash $ 5,597 $ 3,687 $ 3,810 Supplier Financing Arrangements We have agreements with third-party financial institutions to facilitate participating vendors’ and suppliers’ ability to settle payment obligations from us to designated third-party financial institutions. Participating vendors and suppliers may, at their sole discretion, settle obligations prior to their scheduled due dates at a discounted price to the participating financial institutions. The invoices that have been confirmed as valid under the program require payment, in full, based on the original standard invoice terms. Confirmed invoices owed to financial institutions under these programs are included within accounts payable |
Short-Term Borrowings and Long-
Short-Term Borrowings and Long-Term Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Short-term Borrowings and Long-Term Debt | Short-Term Borrowings and Long-Term Debt Short-Term Borrowings Details of carrying amounts of short-term borrowings were as follows: (in millions) Borrowing Limit December 31, 2023 December 31, 2022 Maturity Date Interest rate (%) September 2024 (1) $ 23 $ — $ — January 2024 - December 2024 2.10 – 5.70 283 282 176 Total principal short-term borrowings $ 306 $ 282 $ 176 Less: unamortized discounts — (1) Total short-term borrowings $ 282 $ 175 Weighted-average interest rates 3.49 % 4.27 % (1) The interest rate is based on an average of AAA rated financial bonds rate in Korea plus 1.35%. Our short-term borrowings generally include lines of credit and loan facilities with financial institutions to be drawn upon for general operating purposes. Long-Term Debt Details of carrying amounts of long-term debt were as follows: (in millions) Maturity Date Borrowing Limit December 31, 2023 December 31, 2022 Description Interest rate (%) Revolving Credit Facility Feb 2024 (2) $ 1,000 $ — $ — Revolving Credit Agreement Nov 2024 CD interest rate (91 days) + 2.30 124 — — August 2021 Term Loan (1) Aug 2024 3.16 155 155 158 April 2023 Term Loan (1) Apr 2026 6.76 178 178 — March 2022 Term Loan (1) Mar 2027 4.26 310 310 316 Other Term Loan Facilities (1) Aug 2024 - Nov 2026 3.68 - 6.00 92 92 196 Total principal long-term debt $ 1,859 $ 735 $ 670 Less: current portion of long-term debt (203) (129) Less: unamortized discounts (3) (3) Total long-term debt $ 529 $ 538 (1) At December 31, 2023, we had pledged up to $882 million of land and buildings as collateral against long-term loan facilities. (2) Borrowings under the 2021 revolving credit facility bear interest, at our option, at a rate per annum equal to (i) a base rate equal to the highest of (A) the prime rate, (B) the higher of the federal funds rate or a composite overnight bank borrowing rate plus 0.50%, or (C) an adjusted Term Secured Overnight Financing Rate (SOFR) for a one-month interest period plus 1.00% or (ii) an adjusted Term SOFR plus a margin equal to 1.00%. Revolving Credit Agreement In October 2022, we entered into a two-year Revolving Credit Agreement with a borrowing limit of $124 million that bears interest at the average of 91-day CD interest rate plus 2.30%. The Revolving Credit Agreement is secured by $508 million of inventories. Revolving Credit Facility In January 2024, our senior unsecured credit facility (“the Revolving Credit Facility”) was amended to extend the maturity date to February 2026 and to bring the aggregate principal amount to $875 million. The Revolving Credit Facility continues to provide us the right to request incremental commitments up to $1.25 billion, subject to customary conditions. The Revolving Credit Facility contains customary affirmative and negative covenants, including certain financial covenants. The Revolving Credit Facility is guaranteed on a senior unsecured basis by all our material restricted subsidiaries, subject to customary exceptions. The Revolving Credit Facility and Revolving Credit Agreement both contain financial covenants that require us to maintain certain maximum net leverage ratios and minimum liquidity amounts. Term Loan Facility Agreements In April 2023, we entered into a new three-year term loan facility agreement to borrow $178 million to finance the purchase of a fulfillment center and land. We pledged up to $214 million of certain land and buildings as collateral. The loan bears interest at a fixed rate of 6.76%. We were in compliance with the covenants for each of our borrowings and debt agreements as of December 31, 2023 and 2022. Future principal payments for long-term debt as of December 31, 2023 were as follows: (in millions) Long-term debt 2024 $ 203 2025 — 2026 222 2027 310 2028 — Thereafter — Total $ 735 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments The following summarizes our minimum contractual commitments as of December 31, 2023: (in millions) Unconditional purchase obligations (unrecognized) Long-term debt (including interest) Operating leases Total 2024 $ 298 $ 239 $ 506 $ 1,043 2025 249 27 430 706 2026 197 243 329 769 2027 188 313 266 767 2028 101 — 215 316 Thereafter 97 — 499 596 Total undiscounted payments $ 1,130 $ 822 $ 2,245 $ 4,197 Less: lease imputed interest (472) Total lease commitments $ 1,773 Unconditional purchase obligations include legally binding contracts with terms in excess of one year that are not reflected on the consolidated balance sheets. These contractual commitments primarily relate to the purchases of technology related services, fulfillment center construction contracts, and software licenses. For contracts with variable terms, we do not estimate the total obligation beyond any minimum pricing as of the reporting date. Legal Matters From time to time, we may become party to litigation incidents and other legal proceedings, including regulatory proceedings, in the ordinary course of business. We assess the likelihood of any adverse judgments or outcomes with respect to these matters and determines loss contingency assessments on a gross basis after assessing the probability of incurrence of a loss and whether a loss is reasonably estimable. In addition, we consider other relevant factors that could impact our ability to reasonably estimate a loss. A determination of the amount of reserves required, if any, for these contingencies is made after analyzing each matter. Our reserves may change in the future due to new developments or changes in strategy in handling these matters. Although the results of litigation and claims cannot be predicted with certainty, we currently believe that the final outcome of currently pending legal matters will not have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors. Litigation On August 26, 2022, a putative class action was filed on behalf of all purchasers of Coupang Class A common stock pursuant and/or traceable to Coupang’s registration statement issued in connection with our initial public offering. Choi v. Coupang, Inc et al was brought against Coupang, Inc., and certain of its former and current directors, current officers, and certain underwriters of the offering. The action was filed in the United States District Court for the Southern District of New York alleging inaccurate and misleading or omitted statements of material fact in Coupang's Registration Statement in violation of Sections 11, 12, and 15 of the Securities Act of 1933. The action was amended on May 22, 2023, and added allegations of securities fraud under Sections 10 and 20 of the Securities Exchange Act of 1934. The action seeks unspecified compensatory damages, attorneys’ fees, and reasonable costs and expenses. Between August and December 2023, three separate stockholders’ derivative actions were filed in the United States District Court for the Southern District of New York against certain of Coupang’s former and current directors and current officers. Coupang was named as a nominal defendant in the actions. These derivative actions purport to assert claims on behalf of Coupang and make substantially similar factual allegations to Choi v. Coupang, Inc. et al , bringing claims for, among other things, breach of fiduciary duty, unjust enrichment, and violations of securities laws. The actions seek compensatory damages, governance reforms, and other relief. We believe all the aforementioned actions are without merit and intend to vigorously defend against the aforementioned actions. A reasonable estimate of the amount of any possible loss or range of loss cannot be made at this time. Accordingly, we can provide no assurance as to the scope and outcome of this matter and no assurance as to whether our business, financial position, results of operations or cash flows will not be materially adversely affected. Korean Fair Trade Commission Investigations On June 28, 2021, the Korean Fair Trade Commission (“KFTC”) initiated an investigation into a potential violation of the Monopoly Regulation and Fair Trade Act, including alleged preferential treatments of private labelled products provided by our subsidiary, Coupang Private Label Business. The KFTC is also investigating us on other matters related to the alleged violations of certain KFTC regulations. We are diligently cooperating with these investigations, and actively defending our practices as appropriate. Under Korean law, the issues addressed in the investigations can be resolved through civil, administrative, or criminal proceedings. The ultimate case resolution could include fines, orders to alter our processes or procedures, and criminal investigations or charges against individuals or us. We cannot reasonably estimate any penalties, loss or range of loss that may arise from the various KFTC Investigations. Accordingly, we can provide no assurance as to the scope and outcome of these matters and no assurance as to whether our business, financial position, results of operations or cash flows will not be materially adversely affected. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Our certificate of incorporation provides for two classes of common stock, and authorizes shares of undesignated preferred stock, the rights, preferences, and privileges of which may be designated from time to time by our board of directors. Our authorized capital stock consists of 10 billion shares of Class A common stock, par value $0.0001 per share; 250 million shares of Class B common stock, par value $0.0001 per share; and 2 billion shares of undesignated preferred stock, par value $0.0001 per share. No preferred stock was issued and outstanding as of December 31, 2023 and 2022. The shares of Class A common stock and Class B common stock are identical, except with respect to voting, conversion, and transfer rights. Each share of Class A common stock is entitled to one vote. Each share of Class B common stock is entitled to twenty-nine votes. In addition, each share of our Class B common stock will convert automatically into one share of our Class A common stock upon any transfer, whether or not for value, except certain transfers to entities, to the extent the transferor retains sole dispositive power and exclusive voting control with respect to the shares of Class B common stock. In connection with our IPO in March 2021, the principal balance and accrued interest on our previously issued convertible notes were automatically converted into 171,750,446 shares of our Class A common stock. Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive (loss) income includes all changes in equity during a period that have yet to be recognized in income. The major components are foreign currency translation adjustments and actuarial gains (losses) on our defined severance benefits. As of December 31, 2023 and 2022, the ending balance in accumulated other comprehensive income (loss) related to foreign currency translation adjustments was $43 million and $45 million, respectively, and the amount related to actuarial losses on defined severance benefits was $(61) million and $(43) million, respectively. |
Subsequent Event - Farfetch Acq
Subsequent Event - Farfetch Acquisition | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Subsequent event - Farfetch acquisition | Subsequent Event - Farfetch Acquisition On December 18, 2023, we announced our pending acquisition of Farfetch, a leading global marketplace for the luxury fashion industry, which included a $500 million bridge loan to Farfetch and certain of its direct or indirect subsidiaries. We established a limited partnership for the purposes of providing the bridge loan and acquiring all of the business and assets of Farfetch. The limited partnership is owned 80.1% by Coupang, Inc and 19.9% by certain funds advised or managed by Greenoaks Capital Partners, LLC (“Greenoaks”), a related party. The limited partnership is included in the Company’s consolidated operating results as of December 31, 2023. As of December 31, 2023, $75 million was outstanding under the bridge loan. In January 2024, an additional $75 million was advanced under the bridge loan. Financings under the bridge loan, as well as capital contributions, are provided by the partners in accordance with their ownership percentages. On January 30, 2024, we completed our acquisition and at closing the limited partnership provided additional cash funding to Farfetch of $150 million. Additionally, the $150 million previously provided under the bridge loan was contributed towards the Farfetch Acquisition. The limited partnership is further obligated to fund up to $200 million within twelve months of the acquisition date. As part of the Farfetch Acquisition, a subsidiary of the limited partnership assumed Farfetch’s then outstanding syndicated Term Loans of $633 million, inclusive of fees incurred, under their Credit Agreement with certain banks and financial institutions. The Term Loans are due and payable on October 20, 2027, with early repayment permitted. Repayment of the Term Loans is due in quarterly installments of 0.25%. The Term Loans bear interest at a rate equal to SOFR plus 6.25% per annum. The Term Loans are not guaranteed by Coupang, Inc or the limited partnership. Mr. Neil Mehta, a member of the Company’s Board of Directors, has served as a Managing Partner of Greenoaks since April 2012. Greenoaks and certain funds and accounts to which Greenoaks serves as the investment adviser and related persons or entities, including Mr. Mehta, have ownership in our Class A common stock. Due to the timing of the acquisition, the initial accounting for the business combination is incomplete. As such, we are not able to disclose certain information relating to the acquisition, including the preliminary fair value of assets acquired and liabilities assumed. We expect to complete the initial accounting for the acquisition during the first quarter of 2024. Redeemable Noncontrolling Interests Greenoaks’ 19.9% equity interest in the limited partnership is subject to a put/call option after the acquisition was completed, whereby their equity interest can be purchased at either parties’ option after seven years has elapsed and no initial public offering of the acquired Farfetch assets has taken place. The put/call option is to be calculated based on market value of the Farfetch business at the time of exercise. As of December 31, 2023, we recognized a redeemable noncontrolling interest of $15 million for Greenoaks’ equity interest in the limited partnership. In January 2024, Greenoaks contributed a further $45 million in connection with the bridge loan and acquisition of Farfetch, which we recognized as additional redeemable noncontrolling interest. |
Schedule I - Condensed Financia
Schedule I - Condensed Financial information of Parent (Coupang, Inc.) | 12 Months Ended |
Dec. 31, 2023 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I - Condensed Financial information of Parent (Coupang, Inc.) | COUPANG, INC. Schedule I - Condensed Financial Information of Parent (COUPANG, INC.) Condensed Statements of Operations and Comprehensive Income/(Loss) (in millions) 2023 2022 2021 Management service fee revenues $ 18 $ 17 $ 17 Operating cost and expenses (400) (324) (349) Interest expense (2) (2) (22) Other income, net 84 28 2 Loss before equity in earnings (losses) of subsidiaries (300) (281) (352) Equity in earnings (losses) of subsidiaries 1,783 189 (1,191) Income (loss) before taxes 1,483 (92) (1,543) Income tax expense 123 — — Net income (loss) $ 1,360 $ (92) $ (1,543) Other comprehensive income (loss): Foreign currency translation adjustments, net of tax (2) 9 41 Actuarial (loss) gain on defined severance benefits, net of tax (18) 41 (57) Total other comprehensive (loss) income (20) 50 (16) Comprehensive income (loss) $ 1,340 $ (42) $ (1,559) See accompanying notes to condensed financial statements. COUPANG, INC. Schedule I - Condensed Financial Information of Parent (COUPANG, INC.) Condensed Balance Sheets (in millions) December 31, 2023 December 31, 2022 Assets Cash and cash equivalents $ 1,592 $ 1,595 Restricted cash 79 57 Other current assets 20 10 Total current assets 1,691 1,662 Other assets 12 1 Investment in subsidiaries 2,438 763 Total assets $ 4,141 $ 2,426 Liabilities and stockholders' equity Other current liabilities $ 42 $ 12 Total current liabilities 42 12 Other liabilities 10 — Total liabilities 52 12 Stockholders' equity Common stock — — Additional paid-in capital 8,489 8,154 Accumulated other comprehensive (loss) income (17) 3 Accumulated deficit (4,383) (5,743) Total stockholders' equity 4,089 2,414 Total liabilities and stockholders' equity $ 4,141 $ 2,426 See accompanying notes to condensed financial statements. COUPANG, INC. Schedule I - Condensed Financial Information of Parent (COUPANG, INC.) Condensed Statements of Cash Flows (in millions) 2023 2022 2021 Operating activities Net cash provided by (used in) operating activities $ 95 $ (79) $ (58) Investing activities Capital contribution to subsidiaries (121) (725) (1,274) Return of capital contribution from subsidiaries 61 80 204 Increase of short-term loans (25) — — Net cash used in investing activities (85) (645) (1,070) Financing activities Proceeds from issuance of common units and preferred units, net of issuance costs — — 3,431 Deferred offering costs paid — — (12) Proceeds from issuance of common stock/units, equity-based compensation plan 9 18 62 Other, net — — (1) Net cash provided by financing activities 9 18 3,480 Cash and cash equivalents Net increase (decrease) in cash and cash equivalents 19 (706) 2,352 Cash and cash equivalents as of beginning of the period 1,652 2,358 6 Cash and cash equivalents as of end of the period $ 1,671 $ 1,652 $ 2,358 See accompanying notes to condensed financial statements. |
Schedule I - Basis of Presentat
Schedule I - Basis of Presentation | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Description of Business and Summary of Significant Accounting Policies Description of Business Coupang, Inc. (“Coupang” or the “Parent”), together with its wholly-owned subsidiaries (collectively, “we,” “us,” or “our”), is a Delaware corporation, which owns and operates a retail business that primarily serves the Korean retail market. Through our mobile applications and Internet websites, we offer products and services that span a wide range of categories, including home goods and décor, apparel and beauty products, fresh food and grocery, sporting goods, electronics, everyday consumables, travel, restaurant order and delivery, content streaming, and advertising, which are offered through a fully integrated technology, fulfillment and logistics infrastructure. We are headquartered in the United States, with operations and support services performed in geographies including South Korea, Taiwan, Singapore, China, and India. We completed our initial public offering (“IPO”) on March 15, 2021, in which we issued and sold 100 million shares of our Class A common stock at a price of $35.00 per share and received net proceeds of $3.4 billion. In connection with our IPO, Coupang, LLC, a Delaware limited liability company, converted into a Delaware corporation pursuant to a statutory conversion, which changed our name to Coupang, Inc. (“Corporate Conversion”). Farfetch Acquisition In January 2024 we acquired the business and assets of Farfetch Holdings plc (“Farfetch”), a leading global marketplace for the luxury fashion industry (the “Farfetch Acquisition”). Refer to Note 15 — " Subsequent Event - Farfetch" for additional information. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain prior period amounts have been reclassified or combined to conform to current year presentation. Our fiscal year is consistent with the calendar year and ends on December 31. References to years relate to the fiscal year ended December 31. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. We based our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates. Segment Information We have two reportable segments: Product Commerce and Developing Offerings. Refer to Note 3 — "Segment Reporting" for additional information. Foreign Currency Our functional currency, including that of the Parent, is the United States dollar (“U.S. dollar”). The Korean Won is the local and functional currency for our Korean subsidiary, Coupang Corp., which is our primary operating subsidiary. The other subsidiaries predominantly utilize their local currencies as their functional currencies. Assets and liabilities of each subsidiary are translated into U.S. dollars at the exchange rate in effect at the end of each period. Revenue and expenses for these subsidiaries are translated into U.S. dollars using average rates that approximate those in effect during the period. Translation adjustments are included in “Accumulated other comprehensive (loss) income,” a separate component of stockholders’ equity and in the “Effect of exchange rate changes on cash and cash equivalents, and restricted cash” in the consolidated statements of cash flows. Transaction gains and losses are included in “Other expense, net” in the consolidated statements of operations. Revenue Recognition We recognize revenues on the amount of expected consideration it will receive, which incorporates reductions for estimated returns, promotional discounts, and earned loyalty rewards. Revenue excludes amounts collected on behalf of third parties, such as value added taxes. Historical experience is used to estimate returns at the time of sale at a portfolio level using the expected value method. We include these amounts in the transaction price to the extent it is probable that a significant reversal of revenue will not occur and updates as additional information becomes available. For revenue contracts with multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We primarily determine stand-alone selling prices based on the prices charged to customers. Net Retail Sales Retail sales are earned from our online product sales to consumers. Retail revenue is recognized when control of the goods is transferred to the customer, which occurs upon delivery to the customer. Net Other Revenue Net other revenue includes commissions and logistics and fulfillment fees earned from merchants that sell their products through our online business. We are not the seller of record in these transactions, nor do we take control of the related inventory. Although we process and collect the entire amount of these transactions, we record revenue on the net commission because we are acting as an agent. Commission revenue is recognized when the order is completed and transmitted to the third-party merchant. Logistics and fulfillment fees are recognized as the services are rendered. Net other revenue also includes consideration from our online restaurant ordering and delivery services, performed by us, as well as advertising services provided on our website and mobile applications. Revenues from online restaurant ordering and delivery are recognized when we deliver the order. Advertising revenue is recognized as ads are delivered over a period of time or based on number of clicks and impressions. We offer a subscription service to our Rocket WOW membership program, which provides customers with access to benefits such as access to Rocket Fresh, no minimum spend for Rocket Delivery, Dawn Delivery, product discounts, free shipping on returns, discounts on restaurant orders via Coupang Eats, and access to content streaming. Subscription benefits represent a single, stand-ready obligation and revenue from subscription fees are recognized over the subscription period. Deferred Revenue Deferred revenue primarily relates to retail sales and is recorded when payments are received in advance of delivery to customers. Deferred revenue is generally recognized as revenue in the following month when delivery is made to customers. Discount Coupons and Loyalty Rewards For discount coupons or loyalty rewards offered as part of revenue transactions, we defer a portion of the revenue based on the estimated standalone selling price of the discount coupons or loyalty rewards earned and recognize the revenue as they are redeemed in future transactions or when they expire. Discount coupons and loyalty rewards expire after six months and are generally redeemed within six months from issuance and therefore, breakage is not significant. We also issue discount coupons or loyalty rewards that are not earned in conjunction with the purchase of a product as part of our marketing activities. This is not a performance obligation and is recognized as a reduction of the transaction price when rendered by the customer. Cost of Sales Cost of sales are primarily comprised of the purchase price of products sold to customers where we record revenue gross, and includes logistics center costs. Inbound shipping and handling costs to receive products from suppliers are included in inventory and recognized in cost of sales as products are sold. Additionally, cost of sales includes outbound shipping and logistics related expenses, and delivery service costs from our restaurant delivery business, primarily where we are the delivery service provider, as well as depreciation and amortization. Payments from Suppliers We receive consideration from suppliers for various programs, including rebates, incentives, and discounts, as well as advertising services provided on our website and mobile applications. We generally record these amounts received from suppliers to be a reduction of the prices we pay for their goods, and a subsequent reduction in cost of sales as the inventory is sold. Operating, General and Administrative Expenses Operating, general and administrative expenses include all our operating costs, excluding cost of sales, as described above. More specifically, these expenses include costs incurred in operating and staffing our fulfillment centers (including costs attributable to receiving, inspecting, picking, packaging, and preparing customer orders), customer service related costs, payment processing fees, costs related to the design, execution and maintenance of our technology infrastructure and online offerings, advertising costs, general corporate function costs, and depreciation and amortization. Advertising expenses, which are expensed as incurred, were $711 million, $605 million, and $433 million for 2023, 2022 and 2021, respectively. Equity-Based Compensation We account for equity-based employee compensation arrangements in accordance with U.S. GAAP, which requires compensation expense for the grant-date fair value of equity-based awards to be recognized over the requisite service period. We determine the fair value of equity-based awards granted or modified on the grant date or modification date using appropriate valuation techniques. Forfeitures are estimated using historical experience at the time of grant and revised in subsequent periods if actual forfeitures differ from initial estimates. Restricted Stock Units We previously granted restricted equity units (“REUs”) under our 2011 Equity Incentive Plan (“2011 Plan”), which vest upon the satisfaction of both a service-based condition and a performance-based condition. The performance condition was satisfied at the time of the IPO, and we recorded cumulative equity-based compensation expense for the awards based on the service-based conditions. The fair value of the REUs were estimated based on the fair market value of our common units on the date of grant. In connection with our Corporate Conversion, the outstanding awards were converted into restricted stock units (“RSUs”). We have subsequently granted RSUs that generally vest upon the satisfaction of a service-based condition as defined in our 2021 Equity Incentive Plan (“2021 Plan”). The grant-date fair value of each RSU, net of estimated forfeitures, is recognized as expense over the requisite service period on a straight-line basis for RSUs with service only vesting conditions. Stock Options We previously granted unit options under the 2011 Plan, which vest over a service period of generally four years. In connection with our Corporate Conversion, the outstanding awards were converted into stock options. The grant-date fair value of each stock option award, net of estimated forfeitures, is recognized as expense over the requisite service period on a straight-line basis. We estimate the fair value of stock options granted using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the expected stock price volatility over the expected term of the award, actual and projected employee stock option exercise behaviors, the risk-free interest rate for the expected term of the award, and expected dividends. Expected volatility is based on historical volatility of the stock of industry peers. The risk-free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. Defined Severance Benefits We accrue severance benefits for employees of our Korean subsidiaries. Pursuant to the Employee Retirement Benefit Security Act of Korea, eligible employees with one or more years of service are entitled to severance payments upon the termination of their employment based on their length of service and pay rate. We recognize the defined severance benefits obligation in the consolidated balance sheets with a corresponding adjustment to operating expenses and “Accumulated other comprehensive (loss) income”. The obligations are measured annually, or more frequently if there is a remeasurement event, based on our measurement date utilizing various actuarial assumptions and methodologies. We use certain assumptions including, but not limited to, the selection of the: (i) discount rates; (ii) salary growth rates; and (iii) certain employee-related factors, such as turnover, retirement age and mortality. We review our actuarial assumptions and make modifications to the assumptions based on current rates and trends when appropriate. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been recognized in our financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based upon the difference between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Our deferred tax assets are recorded net of valuation allowances when, based on the weight of available evidence, it is more likely than not that all or some portion of the recorded deferred tax assets will not be realized in future periods. Realization of our deferred tax assets is dependent on the generation of future taxable income. In considering the need for a valuation allowance, we consider our historical, as well as future projected taxable income, along with other positive and negative evidence in assessing the realizability of our deferred tax assets. Decreases to valuation allowances are recorded as reductions to our income tax expense and increases to valuation allowances result in additional expense for income taxes. Global Intangible Low-taxed Income (“GILTI”) provisions are applied, providing for incremental tax on foreign income. We have made the policy election to record any liability associated with GILTI in the period in which it is incurred. We recognize and measure uncertain tax positions taken or expected to be taken in a tax return utilizing a two-step process. In the first step, recognition, we determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The second step addresses measurement of a tax position that meets the more-likely-than-not criteria. The tax position is measured at the largest amount of benefit that has a likelihood of greater than 50 percent of being realized upon ultimate settlement. Earnings per Share Basic earnings per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock and potentially dilutive common stock outstanding during the period. We have two classes of common stock outstanding, Class A common stock and Class B common stock (collectively “common stock”), with equal rights to dividends and income. Earnings per share are therefore the same for Class A and Class B common stock, both on an individual and combined basis. Cash and Cash Equivalents Cash and cash equivalents are short-term, highly liquid investments with original maturities of three months or less from the date of purchase, or deposit accounts that can be withdrawn at any time without significant penalty. Restricted Cash Restricted cash primarily consists of certain cash pledged as collateral for loan facility agreements, cash on deposit designated for interest and principal debt repayments, as well as cash on deposit pledged as collateral for potential refunds on transactions with customers or future payments to suppliers. Restricted cash with remaining restrictions of one year or less are classified as current on the consolidated balance sheets. Accounts Receivable, Net Accounts receivable, net are stated at their carrying value, net of allowance for credit losses based on lifetime expected losses. Accounts receivable balances are primarily trade receivables due from payment gateway providers, customers, suppliers and sellers, net of estimated allowances for credit losses. Amounts included in accounts receivable, or collected from payment gateway providers, to be remitted to merchants are included in accounts payable. Receivables from suppliers and sellers primarily relate to advertising activities. We estimate the allowance for credit losses based upon historical experience, the age and delinquency rates of receivables and credit quality, as well as economic and regulatory conditions combined with reasonable and supportable management forecasts of collectability and other economic factors over the lifetime of the receivables. We write off accounts against the allowance for credit losses when they are deemed to be uncollectible. As of December 31, 2023 and 2022, net receivables from customers and sellers were $71 million and $64 million, respectively. The allowance amounts were immaterial for all periods presented. Inventories Our inventories, which consist of products available for sale, are accounted for using the weighted average cost method, and are stated at the lower of cost or net realizable value. This valuation requires management judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product suppliers, or liquidations, and expected recoverable values of separate inventory categories. Property and Equipment, Net Property and equipment, net are stated at historical cost, less accumulated depreciation and amortization. Property and equipment primarily includes buildings and structures, land, leasehold improvements, furniture, internal-use software, vehicles, information technology equipment, heavy equipment, and other fulfillment equipment. Depreciation and amortization is calculated on a straight-line basis over the estimated useful lives of the respective asset categories. Depreciation and amortization expense is classified within the corresponding operating expense categories on the consolidated statements of operations. Maintenance and repairs are charged to operating expenses as incurred. Fulfillment Center Fire In June 2021, a fire extensively damaged our Deokpyeong fulfillment center (“FC Fire”) resulting in a loss of the inventory, building, equipment, and other assets at the site. Inventory and property and equipment losses from the FC Fire of $158 million and $138 million were recognized in “Cost of sales” and “Operating, general and administrative”, respectively, in 2021. While we are insured on property losses from the FC Fire, investigations surrounding the fire continue. In December 2022 and September 2023, we received refundable insurance cash advance payments of $79 million and $59 million, respectively, which are included within other current liabilities. We have not recognized any insurance benefit in our consolidated statements of operations to date. Whether and to what extent the advances will become non-refundable or additional proceeds will be received is currently unknown. Leases We determine if an arrangement is or contains a lease at contract inception. Leases are classified as either operating or finance. Lease obligations and right-of-use (“ROU”) assets are recognized at the present value of the fixed lease payments. We only consider options to extend or terminate a lease if it is reasonably certain that we will exercise the option. We determine our discount rate at lease inception using our incremental borrowing rate. For operating leases, expense is recognized on a straight-line basis over the lease term. Leases with an initial contractual term of twelve months or less are expensed on a straight-line basis over the lease term and we do not recognize lease liabilities and ROU assets. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Conditions that may necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable. Impairment losses are recorded if the asset’s carrying value is not recoverable through its undiscounted future cash flows. Impairment losses are measured based upon the difference between the carrying amount and estimated fair value of the related asset or asset group. No impairment losses were recorded for 2023, 2022, and 2021. Fair Value of Financial Instruments Our primary financial instruments include cash equivalents, restricted cash, accounts receivable, accounts payable, short-term borrowings, and long-term debt. The carrying amounts for cash and cash equivalents, restricted cash, accounts receivable, other assets, accounts payable, short-term borrowings, and accrued expenses approximate fair value due to their short maturities. Refer to Note 8 — "Fair Value Measurement" for further information. Concentration of Credit Risk Cash and cash equivalents, restricted cash and accounts receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, and restricted cash are placed with several financial institutions and money market funds that management believes are of high credit quality, of which 47% and 70% were held at two and three financial institutions as of December 31, 2023 and 2022, respectively. Our gross accounts receivable includes amounts concentrated with three payment processing companies representing 51% and 41% of gross accounts receivable as of December 31, 2023 and 2022, respectively. Recent Accounting Pronouncements Adopted In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-04, “Supplier Finance Programs (Subtopic 405-50) - Disclosure of Supplier Finance Program Obligations.” The standard requires entities that use supplier finance programs to make disclosures about the key terms of the program, the balance sheet presentation of the related amounts and disclose the amounts outstanding, including providing a rollforward of such amounts. The adoption of the ASU in the first quarter resulted in incremental disclosures in our consolidated financial statements, Recent Accounting Pronouncements Yet To Be Adopted In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures.” The standard requires additional disclosures about an entities segments, primarily about significant segment expenses that are reported to the Chief Operating Decision Maker. Early adoption is allowed under the standard. We are evaluating the effect of adopting the ASU on our disclosures, which is effective beginning with the fiscal year ended December 31, 2024, and interim reporting beginning with the period ended March 31, 2025. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures.” The standard requires disclosure of specific categories of an entities income tax expenses and income taxes paid among other disclosures. Early adoption is allowed under the standard. We are evaluating the effect of adopting the ASU on our disclosures, which is effective beginning with the fiscal year ended December 31, 2025. Basis of Presentation These condensed Parent company-only financial statements have been derived from its consolidated financial statements and should be read in conjunction with the consolidated financial statements and notes thereto of Coupang, Inc. and subsidiaries included in Part II, Item 8 of this Form 10-K. The Parent’s significant accounting policies are consistent with those described in Note 1 — "Description of Business and Summary of Significant Accounting Policies" in Part II, Item 8, except that all subsidiaries are accounted for as equity method investments. Certain subsidiaries in Korea hold various licenses and/or are regulated by governmental requirements. As a result, the ability of these subsidiaries to pay dividends or loan money to our Parent company is restricted due to terms which require the subsidiaries to meet certain financial covenants, including maintaining a positive net equity balance; having a minimum percentage of its total assets in low-risk, cash-like assets; and maintaining a minimum current asset to current liability ratio. In addition, the Parent has certain regulatory restrictions that only allow dividend payments to be made while maintaining a positive net equity balance or if dividends are paid out of the current years' income, if any. |
Schedule I - Debt
Schedule I - Debt | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Debt | Debt The Parent has a $875 million unsecured credit facility (the “Revolving Credit Facility”) as further described in Note 12 — "Short-Term Borrowings and Long-Term Debt" which was amended to extend the term to February 2026. As of December 31, 2023, there was no balance outstanding on the Revolving Credit Facility. The Parent is the guarantor for certain debt issued by its subsidiaries and has pledged $79 million classified within restricted cash related to such debts. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income (loss) | $ 1,360 | $ (92) | $ (1,543) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Description of Business and S_2
Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain prior period amounts have been reclassified or combined to conform to current year presentation. Our fiscal year is consistent with the calendar year and ends on December 31. References to years relate to the fiscal year ended December 31. |
Principles of Consolidation | The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain prior period amounts have been reclassified or combined to conform to current year presentation. Our fiscal year is consistent with the calendar year and ends on December 31. References to years relate to the fiscal year ended December 31. |
Fiscal Year | The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain prior period amounts have been reclassified or combined to conform to current year presentation. Our fiscal year is consistent with the calendar year and ends on December 31. References to years relate to the fiscal year ended December 31. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. We based our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates. |
Segment Information | Segment Information |
Foreign Currency | Foreign Currency |
Revenue Recognition | Revenue Recognition We recognize revenues on the amount of expected consideration it will receive, which incorporates reductions for estimated returns, promotional discounts, and earned loyalty rewards. Revenue excludes amounts collected on behalf of third parties, such as value added taxes. Historical experience is used to estimate returns at the time of sale at a portfolio level using the expected value method. We include these amounts in the transaction price to the extent it is probable that a significant reversal of revenue will not occur and updates as additional information becomes available. For revenue contracts with multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We primarily determine stand-alone selling prices based on the prices charged to customers. Net Retail Sales Retail sales are earned from our online product sales to consumers. Retail revenue is recognized when control of the goods is transferred to the customer, which occurs upon delivery to the customer. Net Other Revenue Net other revenue includes commissions and logistics and fulfillment fees earned from merchants that sell their products through our online business. We are not the seller of record in these transactions, nor do we take control of the related inventory. Although we process and collect the entire amount of these transactions, we record revenue on the net commission because we are acting as an agent. Commission revenue is recognized when the order is completed and transmitted to the third-party merchant. Logistics and fulfillment fees are recognized as the services are rendered. Net other revenue also includes consideration from our online restaurant ordering and delivery services, performed by us, as well as advertising services provided on our website and mobile applications. Revenues from online restaurant ordering and delivery are recognized when we deliver the order. Advertising revenue is recognized as ads are delivered over a period of time or based on number of clicks and impressions. We offer a subscription service to our Rocket WOW membership program, which provides customers with access to benefits such as access to Rocket Fresh, no minimum spend for Rocket Delivery, Dawn Delivery, product discounts, free shipping on returns, discounts on restaurant orders via Coupang Eats, and access to content streaming. Subscription benefits represent a single, stand-ready obligation and revenue from subscription fees are recognized over the subscription period. Deferred Revenue Deferred revenue primarily relates to retail sales and is recorded when payments are received in advance of delivery to customers. Deferred revenue is generally recognized as revenue in the following month when delivery is made to customers. Discount Coupons and Loyalty Rewards For discount coupons or loyalty rewards offered as part of revenue transactions, we defer a portion of the revenue based on the estimated standalone selling price of the discount coupons or loyalty rewards earned and recognize the revenue as they are redeemed in future transactions or when they expire. Discount coupons and loyalty rewards expire after six months and are generally redeemed within six months from issuance and therefore, breakage is not significant. We also issue discount coupons or loyalty rewards that are not earned in conjunction with the purchase of a product as part of our marketing activities. This is not a performance obligation and is recognized as a reduction of the transaction price when rendered by the customer. |
Cost of Sales | Cost of Sales Cost of sales are primarily comprised of the purchase price of products sold to customers where we record revenue gross, and includes logistics center costs. Inbound shipping and handling costs to receive products from suppliers are included in inventory and recognized in cost of sales as products are sold. Additionally, cost of sales includes outbound shipping and logistics related expenses, and delivery service costs from our restaurant delivery business, primarily where we are the delivery service provider, as well as depreciation and amortization. Payments from Suppliers We receive consideration from suppliers for various programs, including rebates, incentives, and discounts, as well as advertising services provided on our website and mobile applications. We generally record these amounts received from suppliers to be a reduction of the prices we pay for their goods, and a subsequent reduction in cost of sales as the inventory is sold. |
Operating, General and Administrative Expenses | Operating, General and Administrative Expenses Operating, general and administrative expenses include all our operating costs, excluding cost of sales, as described above. More specifically, these expenses include costs incurred in operating and staffing our fulfillment centers (including costs attributable to |
Equity-Based Compensation | Equity-Based Compensation We account for equity-based employee compensation arrangements in accordance with U.S. GAAP, which requires compensation expense for the grant-date fair value of equity-based awards to be recognized over the requisite service period. We determine the fair value of equity-based awards granted or modified on the grant date or modification date using appropriate valuation techniques. Forfeitures are estimated using historical experience at the time of grant and revised in subsequent periods if actual forfeitures differ from initial estimates. Restricted Stock Units We previously granted restricted equity units (“REUs”) under our 2011 Equity Incentive Plan (“2011 Plan”), which vest upon the satisfaction of both a service-based condition and a performance-based condition. The performance condition was satisfied at the time of the IPO, and we recorded cumulative equity-based compensation expense for the awards based on the service-based conditions. The fair value of the REUs were estimated based on the fair market value of our common units on the date of grant. In connection with our Corporate Conversion, the outstanding awards were converted into restricted stock units (“RSUs”). We have subsequently granted RSUs that generally vest upon the satisfaction of a service-based condition as defined in our 2021 Equity Incentive Plan (“2021 Plan”). The grant-date fair value of each RSU, net of estimated forfeitures, is recognized as expense over the requisite service period on a straight-line basis for RSUs with service only vesting conditions. Stock Options We previously granted unit options under the 2011 Plan, which vest over a service period of generally four years. In connection with our Corporate Conversion, the outstanding awards were converted into stock options. The grant-date fair value of each stock option award, net of estimated forfeitures, is recognized as expense over the requisite service period on a straight-line basis. We estimate the fair value of stock options granted using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the expected stock price volatility over the expected term of the award, actual and projected employee stock option exercise behaviors, the risk-free interest rate for the expected term of the award, and expected dividends. Expected volatility is based on historical volatility of the stock of industry peers. The risk-free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. |
Defined Severance Benefits | Defined Severance Benefits We accrue severance benefits for employees of our Korean subsidiaries. Pursuant to the Employee Retirement Benefit Security Act of Korea, eligible employees with one or more years of service are entitled to severance payments upon the termination of their employment based on their length of service and pay rate. We recognize the defined severance benefits obligation in the consolidated balance sheets with a corresponding adjustment to operating expenses and “Accumulated other comprehensive (loss) income”. The obligations are measured annually, or more frequently if there is a remeasurement event, based on our measurement date utilizing various actuarial assumptions and methodologies. We use certain assumptions including, but not limited to, the selection of the: (i) discount rates; (ii) salary growth rates; and (iii) certain employee-related factors, such as turnover, retirement age and mortality. We review our actuarial assumptions and make modifications to the assumptions based on current rates and trends when appropriate. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been recognized in our financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based upon the difference between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Our deferred tax assets are recorded net of valuation allowances when, based on the weight of available evidence, it is more likely than not that all or some portion of the recorded deferred tax assets will not be realized in future periods. Realization of our deferred tax assets is dependent on the generation of future taxable income. In considering the need for a valuation allowance, we consider our historical, as well as future projected taxable income, along with other positive and negative evidence in assessing the realizability of our deferred tax assets. Decreases to valuation allowances are recorded as reductions to our income tax expense and increases to valuation allowances result in additional expense for income taxes. Global Intangible Low-taxed Income (“GILTI”) provisions are applied, providing for incremental tax on foreign income. We have made the policy election to record any liability associated with GILTI in the period in which it is incurred. We recognize and measure uncertain tax positions taken or expected to be taken in a tax return utilizing a two-step process. In the first step, recognition, we determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The second step addresses measurement of a tax position that meets the more-likely-than-not criteria. The tax position is measured at the largest amount of benefit that has a likelihood of greater than 50 percent of being realized upon ultimate settlement. |
Earnings per Share | Earnings per Share Basic earnings per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock and potentially dilutive common stock outstanding during the period. We have two classes of common stock outstanding, Class A common stock and Class B common stock (collectively “common stock”), with equal rights to dividends and income. Earnings per share are therefore the same for Class A and Class B common stock, both on an individual and combined basis. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents are short-term, highly liquid investments with original maturities of three months or less from the date of purchase, or deposit accounts that can be withdrawn at any time without significant penalty. |
Restricted Cash | Restricted Cash Restricted cash primarily consists of certain cash pledged as collateral for loan facility agreements, cash on deposit designated for interest and principal debt repayments, as well as cash on deposit pledged as collateral for potential refunds on transactions with customers or future payments to suppliers. Restricted cash with remaining restrictions of one year or less are classified as current on the consolidated balance sheets. |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable, net are stated at their carrying value, net of allowance for credit losses based on lifetime expected losses. Accounts receivable balances are primarily trade receivables due from payment gateway providers, customers, suppliers and sellers, net of estimated allowances for credit losses. Amounts included in accounts receivable, or collected from payment gateway providers, to be remitted to merchants are included in accounts payable. Receivables from suppliers and sellers primarily relate to advertising activities. We estimate the allowance for credit losses based upon historical experience, the age and delinquency rates of receivables and credit quality, as well as economic and regulatory conditions combined with reasonable and supportable management forecasts of collectability and other economic factors over the lifetime of the receivables. We write off accounts against the allowance for credit losses when they are deemed to be uncollectible. As of December 31, 2023 and 2022, net receivables from customers and sellers were $71 million and $64 million, respectively. The allowance amounts were immaterial for all periods presented. |
Inventories | Inventories Our inventories, which consist of products available for sale, are accounted for using the weighted average cost method, and are stated at the lower of cost or net realizable value. This valuation requires management judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product suppliers, or liquidations, and expected recoverable values of separate inventory categories. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net are stated at historical cost, less accumulated depreciation and amortization. Property and equipment primarily includes buildings and structures, land, leasehold improvements, furniture, internal-use software, vehicles, information technology equipment, heavy equipment, and other fulfillment equipment. Depreciation and amortization is calculated on a straight-line basis over the estimated useful lives of the respective asset categories. |
Leases | Leases We determine if an arrangement is or contains a lease at contract inception. Leases are classified as either operating or finance. Lease obligations and right-of-use (“ROU”) assets are recognized at the present value of the fixed lease payments. We only consider options to extend or terminate a lease if it is reasonably certain that we will exercise the option. We determine our discount rate at lease inception using our incremental borrowing rate. For operating leases, expense is recognized on a straight-line basis over the lease term. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Our primary financial instruments include cash equivalents, restricted cash, accounts receivable, accounts payable, short-term borrowings, and long-term debt. The carrying amounts for cash and cash equivalents, restricted cash, accounts receivable, other assets, accounts payable, short-term borrowings, and accrued expenses approximate fair value due to their short maturities. Refer to Note 8 — "Fair Value Measurement" for further information. |
Concentration of Credit Risk | Concentration of Credit Risk Cash and cash equivalents, restricted cash and accounts receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, and restricted cash are placed with several financial institutions and money market funds that management believes are of high credit quality, of which 47% and 70% were held at two and three financial institutions as of December 31, 2023 and 2022, respectively. Our gross accounts receivable includes amounts concentrated with three payment processing companies representing 51% and 41% of gross accounts receivable as of December 31, 2023 and 2022, respectively. |
Recent Accounting Pronouncements Adopted / Recent Accounting Pronouncements Yet To Be Adopted | Recent Accounting Pronouncements Adopted In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-04, “Supplier Finance Programs (Subtopic 405-50) - Disclosure of Supplier Finance Program Obligations.” The standard requires entities that use supplier finance programs to make disclosures about the key terms of the program, the balance sheet presentation of the related amounts and disclose the amounts outstanding, including providing a rollforward of such amounts. The adoption of the ASU in the first quarter resulted in incremental disclosures in our consolidated financial statements, Recent Accounting Pronouncements Yet To Be Adopted In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures.” The standard requires additional disclosures about an entities segments, primarily about significant segment expenses that are reported to the Chief Operating Decision Maker. Early adoption is allowed under the standard. We are evaluating the effect of adopting the ASU on our disclosures, which is effective beginning with the fiscal year ended December 31, 2024, and interim reporting beginning with the period ended March 31, 2025. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures.” The standard requires disclosure of specific categories of an entities income tax expenses and income taxes paid among other disclosures. Early adoption is allowed under the standard. We are evaluating the effect of adopting the ASU on our disclosures, which is effective beginning with the fiscal year ended December 31, 2025. |
Net Revenues (Tables)
Net Revenues (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Details of total net revenues were as follows: (in millions) 2023 2022 2021 Net retail sales $ 21,223 $ 18,338 $ 16,488 Third-party merchant services 2,576 1,870 1,695 Other revenue 584 375 223 Total net revenues $ 24,383 $ 20,583 $ 18,406 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information by segment | Results of operations for the reportable segments and reconciliation to loss before income taxes is as follows: (in millions) 2023 2022 2021 Net revenues Product Commerce $ 23,594 $ 19,955 $ 17,838 Developing Offerings 789 628 568 Total net revenues $ 24,383 $ 20,583 $ 18,406 Segment adjusted EBITDA Product Commerce $ 1,540 $ 606 $ (361) Developing Offerings (466) (225) (387) Total segment adjusted EBITDA $ 1,074 $ 381 $ (748) Reconciling items: Depreciation and amortization (275) (231) (201) Equity-based compensation (326) (262) (249) Interest expense (48) (27) (45) Interest income 178 53 9 Other expense, net (19) (7) (12) Fulfillment center fire losses — — (296) Income (loss) before income taxes $ 584 $ (93) $ (1,542) |
Equity-based Compensation Pla_2
Equity-based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Restricted Stock Units Activity | The table below summarizes our RSU activity: Outstanding RSUs (in millions, except unit price) Number of RSUs Weighted Average Grant-Date Fair Value December 31, 2022 35 $ 19.29 Granted 30 16.31 Vested (14) 19.63 Forfeited / cancelled (5) 19.71 December 31, 2023 46 $ 17.25 |
Schedule of Restricted Stock Unit activity and related information | The following information is provided for our RSUs: (in millions, except unit price) 2023 2022 2021 Weighted average grant-date fair value of RSUs granted $ 16.31 $ 17.24 $ 32.17 Fair value of RSUs at vesting $ 223 $ 181 $ 413 |
Schedule of Stock Options Activity | The table below summarizes our stock option activity: Outstanding Options (in millions, except unit price) Number Weighted Weighted-Average Aggregate Intrinsic Value December 31, 2022 22 $ 6.50 5.90 $ 192 Forfeited / cancelled (1) $ 2.38 Exercised (4) $ 2.28 Exercised Withheld — $ 2.12 December 31, 2023 17 $ 7.60 4.90 $ 152 Exercisable as of December 31, 2023 15 $ 7.80 4.85 $ 131 Expected to vest as of December 31, 2023 2 $ 6.40 5.28 $ 19 |
Schedule of Valuation Assumptions for Stock Options | The fair value of stock options is estimated on the grant date with the following assumptions: 2021 Weighted-average expected term (years) 4.27 Weighted-average expected volatility 70% Expected dividend yield — Risk-free interest rate 0.62% The following information is provided for our stock options: (in millions, except unit price) 2023 2022 2021 Weighted average grant-date fair value of stock options granted $ — $ — $ 16.46 Intrinsic fair value of stock options exercised $ 57 $ 131 $ 676 |
Schedule of Equity-Based Compensation | The following table presents the effects of equity-based compensation in the consolidated statements of operations: (in millions) 2023 2022 2021 Cost of sales $ 14 $ 16 $ 11 Operating, general and administrative 312 246 238 Total $ 326 $ 262 $ 249 |
Defined Severance Benefits (Tab
Defined Severance Benefits (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefits Liabilities | Changes in defined severance benefits obligation were as follows: (in millions) 2023 2022 Beginning balance, January 1 $ 304 $ 283 Current service cost 141 143 Interest cost 14 9 Actuarial losses (gains) 22 (32) Payments from plans (84) (81) Cumulative effects of foreign currency translation (1) (18) Ending balance, December 31 $ 396 $ 304 Current $ 82 $ 78 Noncurrent $ 314 $ 226 |
Schedule of Components of Net Periodic Costs | Net periodic cost consists of the following: (in millions) 2023 2022 2021 Current service costs $ 141 $ 143 $ 121 Interest cost 14 9 3 Amortization of: Prior service cost 3 3 — Net actuarial loss 1 6 4 Net periodic benefit cost $ 159 $ 161 $ 128 |
Schedule of Principal Actuarial Assumptions Used to Determine Defined Benefits Liabilities and Net Period Cost | The principal actuarial assumptions used to determine defined severance benefits obligation were as follows: December 31, 2023 December 31, 2022 Discount rates 4.30% – 4.80% 5.10% – 5.30% Salary growth rates 5.00% – 7.00% 5.00% – 8.00% The principal actuarial assumptions used to determine the net periodic cost were as follows: 2023 2022 2021 Discount rates 5.10 % – 5.30 % 2.70 % – 3.00 % 1.73 % – 2.57 % Salary growth rates 5.00 % – 8.00 % 5.00 % – 5.24 % 1.48 % – 5.00 % |
Schedule of Expected Maturity Analysis of Undiscounted Defined Severance Benefits | The expected maturity analysis of undiscounted defined severance benefits as of December 31, 2023 was as follows: (in millions) Less than 1 year Between 1-2 years Between 2-5 years Over 5 years Total Defined severance benefits $ 87 $ 90 $ 275 $ 437 $ 889 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of income tax (benefit) expense were as follows: (in millions of US dollars) 2023 2022 2021 Current taxes United States $ 62 $ — $ — Foreign 46 39 1 Current taxes 108 39 1 Deferred taxes United States 21 (40) — Foreign (905) — — Deferred taxes (884) (40) — Income tax (benefit) expense $ (776) $ (1) $ 1 |
Schedule of Income (Loss) Before Income Taxes | The components of income (loss) before income taxes are as follows: (in millions of US dollars) 2023 2022 2021 United States $ (217) $ (232) $ (297) Foreign 801 139 (1,245) Income (loss) before income taxes $ 584 $ (93) $ (1,542) |
Schedule of Reconciliation of Federal Statutory Income Tax Rate to Effective Income Tax Rate | Differences between the provision at the federal statutory rate and the provision recorded at the consolidated level are as follows: (in millions of US dollars) 2023 2022 2021 Taxes computed at the federal statutory rate $ 122 $ (20) $ (324) Differences resulting from: Statutory rate difference 28 51 (44) Change in valuation allowances (1,031) (144) 393 GILTI 91 93 — Stock compensation 44 37 (20) Tax credit (47) (35) (5) Other nondeductible expense 17 15 — Other — 2 1 Income tax (benefit) expense $ (776) $ (1) $ 1 |
Schedule of Income Tax Effects of Temporary Differences that Give Rise to Deferred Income Tax Assets and Deferred Income Tax Liabilities | The income tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities were as follows: (in millions of US dollars) December 31, 2023 December 31, 2022 Deferred tax assets Provision and allowances $ 69 $ 57 Depreciation 8 7 Accrued expenses 69 52 Amortization 21 32 Defined severance benefits 84 71 Lease liabilities 409 353 Net operating loss carryforwards 643 790 Tax credits 33 55 Other 49 28 Total deferred tax assets 1,385 1,445 Less: valuation allowances (82) (1,085) Total deferred tax assets net of valuation allowance $ 1,303 $ 360 Deferred tax liabilities Lease asset (371) (317) Other (7) (3) Total deferred tax liabilities (378) (320) Net deferred tax assets $ 925 $ 40 |
Summary of Valuation Allowance | Changes in the valuation allowances were as follows: (in millions) 2023 2022 2021 Beginning balance, January 1 $ (1,085) $ (1,284) $ (975) Changes to existing valuation allowances 140 103 (393) Derecognition of valuation allowances 905 41 — Changes in foreign exchange rates, statutory rates and other (42) 55 84 Ending balance, December 31 $ (82) $ (1,085) $ (1,284) |
Summary of Operating Loss Carryforwards | The net operating loss carryforwards in Korea expire as follows: (in millions) Korea 2026 14 2027 506 2028 819 2029 128 2035 - 2037 899 Total net operating loss carryforwards $ 2,366 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Loss Per Share/Common Unit | The following table presents the calculation of basic and diluted earnings per share: (in millions, except per share amounts) 2023 2022 2021 Numerator Net income (loss) $ 1,360 $ (92) $ (1,543) Denominator Weighted-average shares used in computing net income (loss) per share attributable to Class A and Class B common stockholders: Basic 1,782 1,765 1,424 Dilutive effect of equity compensation awards 21 — — Diluted 1,803 1,765 1,424 Earnings per share: Basic $ 0.76 $ (0.05) $ (1.08) Diluted $ 0.75 $ (0.05) $ (1.08) Anti-dilutive shares 3 24 46 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Financial Liabilities Measured at Fair Value on a Recurring Basis | The following summarizes our financial assets and financial liabilities that are measured at fair value on a recurring basis: (in millions of US dollars) Classification Measurement Level December 31, 2023 December 31, 2022 Financial assets Money market trust Cash and cash equivalents Level 1 $ 1,582 $ 390 Money market fund Cash and cash equivalents Level 1 $ 1,205 $ — Money market trust Restricted cash Level 1 $ 86 $ 77 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | The following summarizes our property and equipment, net: (in millions) Useful Life December 31, 2023 December 31, 2022 Land $ 323 $ 296 Buildings 40 years 751 302 Equipment and furniture 1 - 8 years 914 648 Leasehold improvements (1) 662 525 Vehicles 4 - 6 years 79 134 Software 4 years 26 26 Construction in progress 347 428 Property and equipment, gross $ 3,102 $ 2,359 Less: Accumulated depreciation and amortization (637) (539) Property and equipment, net $ 2,465 $ 1,820 (1) Lesser of useful life or remaining lease term |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Summary of Lease Impacts | The components of operating lease cost were as follows: (in millions) 2023 2022 2021 Operating lease cost $ 457 $ 410 $ 341 Variable and short-term lease cost 42 40 38 Total operating lease cost $ 499 $ 450 $ 379 Supplemental disclosure of cash flow information related to operating leases were as follows: (in millions) 2023 2022 2021 Cash paid for the amount used to measure the operating lease liabilities $ 445 $ 367 $ 288 Operating lease assets obtained in exchange for lease obligations $ 428 $ 426 $ 599 Net increase to operating lease ROU assets resulting from remeasurements of lease obligations $ 133 $ 8 $ 109 Amounts disclosed for ROU assets obtained in exchange for lease obligations include amounts added to the carrying amount of ROU assets resulting from lease modifications and reassessments, and new leases. The assumptions used to value operating leases for the periods presented were as follows: December 31, 2023 December 31, 2022 Weighted-average remaining lease term 5.7 years 5.7 years Weighted-average discount rate 7.77 % 6.76 % |
Supplemental Financial Inform_2
Supplemental Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental Disclosure of Cash Flow Information (in millions) 2023 2022 2021 Supplemental disclosure of cash-flow information Cash paid for income taxes, net of refunds $ 110 $ 6 $ 3 Cash paid for interest $ 31 $ 19 $ 21 Non-cash investing and financing activities Increase (decrease) in property and equipment-related accounts payable $ 23 $ (68) $ 45 Conversion of common units into Class A and Class B common stock $ — $ — $ 87 Conversion of redeemable convertible preferred units into Class A and Class B common stock $ — $ — $ 3,466 Conversion of convertible notes into Class A common stock $ — $ — $ 610 |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown within the consolidated statements of cash flows. December 31, (in millions) 2023 2022 2021 Current assets Cash and cash equivalents $ 5,243 $ 3,509 $ 3,488 Restricted cash 353 176 320 Noncurrent assets Restricted cash included in long-term leasehold deposits and other 1 2 2 Total cash, cash equivalents and restricted cash $ 5,597 $ 3,687 $ 3,810 |
Short-Term Borrowings and Lon_2
Short-Term Borrowings and Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Short-Term Borrowings | Details of carrying amounts of short-term borrowings were as follows: (in millions) Borrowing Limit December 31, 2023 December 31, 2022 Maturity Date Interest rate (%) September 2024 (1) $ 23 $ — $ — January 2024 - December 2024 2.10 – 5.70 283 282 176 Total principal short-term borrowings $ 306 $ 282 $ 176 Less: unamortized discounts — (1) Total short-term borrowings $ 282 $ 175 Weighted-average interest rates 3.49 % 4.27 % (1) The interest rate is based on an average of AAA rated financial bonds rate in Korea plus 1.35%. |
Schedule of Long-Term Debt | Details of carrying amounts of long-term debt were as follows: (in millions) Maturity Date Borrowing Limit December 31, 2023 December 31, 2022 Description Interest rate (%) Revolving Credit Facility Feb 2024 (2) $ 1,000 $ — $ — Revolving Credit Agreement Nov 2024 CD interest rate (91 days) + 2.30 124 — — August 2021 Term Loan (1) Aug 2024 3.16 155 155 158 April 2023 Term Loan (1) Apr 2026 6.76 178 178 — March 2022 Term Loan (1) Mar 2027 4.26 310 310 316 Other Term Loan Facilities (1) Aug 2024 - Nov 2026 3.68 - 6.00 92 92 196 Total principal long-term debt $ 1,859 $ 735 $ 670 Less: current portion of long-term debt (203) (129) Less: unamortized discounts (3) (3) Total long-term debt $ 529 $ 538 (1) At December 31, 2023, we had pledged up to $882 million of land and buildings as collateral against long-term loan facilities. (2) Borrowings under the 2021 revolving credit facility bear interest, at our option, at a rate per annum equal to (i) a base rate equal to the highest of (A) the prime rate, (B) the higher of the federal funds rate or a composite overnight bank borrowing rate plus 0.50%, or (C) an adjusted Term Secured Overnight Financing Rate (SOFR) for a one-month interest period plus 1.00% or (ii) an adjusted Term SOFR plus a margin equal to 1.00%. |
Schedule of Long-Term Debt Maturities | Future principal payments for long-term debt as of December 31, 2023 were as follows: (in millions) Long-term debt 2024 $ 203 2025 — 2026 222 2027 310 2028 — Thereafter — Total $ 735 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Contractual Commitments | The following summarizes our minimum contractual commitments as of December 31, 2023: (in millions) Unconditional purchase obligations (unrecognized) Long-term debt (including interest) Operating leases Total 2024 $ 298 $ 239 $ 506 $ 1,043 2025 249 27 430 706 2026 197 243 329 769 2027 188 313 266 767 2028 101 — 215 316 Thereafter 97 — 499 596 Total undiscounted payments $ 1,130 $ 822 $ 2,245 $ 4,197 Less: lease imputed interest (472) Total lease commitments $ 1,773 |
Description of Business and S_3
Description of Business and Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 12 Months Ended | ||||
Mar. 15, 2021 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) numberOfOperatingSegment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Number of operating segments | numberOfOperatingSegment | 2 | |||||
Advertising expenses | $ 711,000,000 | $ 605,000,000 | $ 433,000,000 | |||
Accounts receivable, net | $ 64,000,000 | 71,000,000 | 64,000,000 | |||
Inventory and fixed asset losses due to fulfillment center fire | 0 | 0 | 285,000,000 | |||
Impairment losses of long-lived assets, including intangible assets | $ 0 | $ 0 | 0 | |||
Fire | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Refundable insurance advance payment | $ 59,000,000 | $ 79,000,000 | ||||
Cost of sales | Fire | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Inventory and fixed asset losses due to fulfillment center fire | 158,000,000 | |||||
Operating, general and administrative | Fire | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Inventory and fixed asset losses due to fulfillment center fire | $ 138,000,000 | |||||
Cash and Cash Equivalents | Financial Institutions | Two Financial Institutions | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (in percentage) | 47% | |||||
Cash and Cash Equivalents | Financial Institutions | Three Financial Institutions | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (in percentage) | 70% | |||||
Accounts Receivable | Customer Concentration Risk | Three Payment Processing Companies | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (in percentage) | 51% | 41% | ||||
Options | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Vesting period | 4 years | |||||
Common Class A | ||||||
Basis of Presentation of Summary of Significant Accounting Policies [Line Items] | ||||||
Sale of stock, number of shares issued in transaction (in shares) | shares | 100 | |||||
Sale of stock, price per share (in usd per share) | $ / shares | $ 35 | |||||
Proceeds from sale of stock, net | $ 3,400,000,000 |
Net Revenues (Details)
Net Revenues (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Total net revenues | $ 24,383 | $ 20,583 | $ 18,406 |
Deferred revenue recognized in period | 89 | 86 | 60 |
Net retail sales | |||
Disaggregation of Revenue [Line Items] | |||
Total net revenues | 21,223 | 18,338 | 16,488 |
Third-party merchant services | |||
Disaggregation of Revenue [Line Items] | |||
Total net revenues | 2,576 | 1,870 | 1,695 |
Other revenue | |||
Disaggregation of Revenue [Line Items] | |||
Total net revenues | $ 584 | $ 375 | $ 223 |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) | 12 Months Ended |
Dec. 31, 2023 numberOfOperatingSegment | |
Segment Reporting [Abstract] | |
Total number of segments | 2 |
Number of operating segments | 2 |
Number of reportable segments | 2 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of segment reporting information by segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Total net revenues | $ 24,383 | $ 20,583 | $ 18,406 |
Total segment adjusted EBITDA | 1,074 | 381 | (748) |
Reconciling items: | |||
Equity-based compensation | (326) | (262) | (249) |
Interest expense | (48) | (27) | (45) |
Interest income | 178 | 53 | 9 |
Other expense, net | (19) | (7) | (12) |
Income (loss) before income taxes | 584 | (93) | (1,542) |
Operating Segments | Product Commerce | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Total net revenues | 23,594 | 19,955 | 17,838 |
Total segment adjusted EBITDA | 1,540 | 606 | (361) |
Operating Segments | Developing Offerings | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Total net revenues | 789 | 628 | 568 |
Total segment adjusted EBITDA | (466) | (225) | (387) |
Segment Reconciling Items | |||
Reconciling items: | |||
Depreciation and amortization | (275) | (231) | (201) |
Equity-based compensation | (326) | (262) | (249) |
Interest expense | (48) | (27) | (45) |
Interest income | 178 | 53 | 9 |
Other expense, net | (19) | (7) | (12) |
Fulfillment center fire losses | $ 0 | $ 0 | $ (296) |
Equity-based Compensation Pla_3
Equity-based Compensation Plans - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | 108 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2031 | Feb. 28, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ 326 | $ 262 | $ 249 | ||
Forecast | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of outstanding stock | 5% | ||||
RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ 41 | ||||
Unamortized compensation expense | $ 601 | ||||
Unamortized compensation expense, period for recognition | 2 years 4 months 24 days | ||||
RSUs | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 2 years | ||||
RSUs | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Unamortized compensation expense, period for recognition | 9 months 18 days | ||||
Unamortized compensation expense, options | $ 1 | ||||
Options | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expiration period | 10 years | ||||
Common Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares to be issued (in shares) | 391,444,232 | ||||
Number of shares available for grant (in shares) | 262,172,909 |
Equity-based Compensation Pla_4
Equity-based Compensation Plans - Schedule of Restricted Stock Units Activity (Details) - RSUs - $ / shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of RSUs | |||
RSUs outstanding, beginning balance (in shares) | 35 | ||
RSUs grants in period (in shares) | 30 | ||
RSUs vested in period (in shares) | (14) | ||
RSUs forfeited / cancelled in period (in shares) | (5) | ||
RSUs outstanding, ending balance (in shares) | 46 | 35 | |
Weighted Average Grant-Date Fair Value | |||
Weighted average grant date fair value of RSU at beginning period (in usd per share) | $ 19.29 | ||
Weighted-average grant date fair value of grants during period (in usd per share) | 16.31 | $ 17.24 | $ 32.17 |
RSUs vested in period, weighted average exercise price (in usd per share) | 19.63 | ||
RSUs forfeited / cancelled in period, weighted average exercise price (in usd per share) | 19.71 | ||
Weighted average grant date fair value of RSU at ending period (in usd per share) | $ 17.25 | $ 19.29 |
Equity-based Compensation Pla_5
Equity-based Compensation Plans - Schedule of RSU Information (Details) - RSUs - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value of grants during period (in usd per share) | $ 16.31 | $ 17.24 | $ 32.17 |
Fair value of RSUs at vesting | $ 223 | $ 181 | $ 413 |
Equity-based Compensation Pla_6
Equity-based Compensation Plans - Schedule of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Number of Options | ||
Options outstanding at beginning of the period (in shares) | 22,000,000 | |
Options forfeited/cancelled (in shares) | (1,000,000) | |
Options exercised (in shares) | (4,000,000) | |
Options exercised withheld (in shares) | 0 | |
Options outstanding at ending of the period (in shares) | 17,000,000 | 22,000,000 |
Options exercisable as of December 31, 2023 (in shares) | 15,000,000 | |
Options expected to vest as of December 31, 2023 (in shares) | 2,000,000 | |
Weighted Average Exercise Price | ||
Weighted average exercise price of options outstanding at beginning of the period (in USD per share) | $ 6.50 | |
Weighted average exercise price of options forfeited/cancelled (in USD per share) | 2.38 | |
Weighted average exercise price of options exercised (in USD per share) | 2.28 | |
Weighted average exercise price of options withheld (in USD per share) | 2.12 | |
Weighted average exercise price of options outstanding at ending of the period (in USD per share) | 7.60 | $ 6.50 |
Weighted average exercise price of options exercisable as of December 31, 2023 (in USD per share) | 7.80 | |
Weighted average exercise price of options expected to vest as of December 31, 2023 (in USD per share) | $ 6.40 | |
Weighted-Average Remaining Contractual Term (in years) | ||
Weighted average remaining contractual term of options outstanding (in years) | 4 years 10 months 24 days | 5 years 10 months 24 days |
Weighted average remaining contractual term of options exercisable as of December 31, 2023 (in years) | 4 years 10 months 6 days | |
Weighted average remaining contractual term of options expected to vest as of December 31, 2023 (in years) | 5 years 3 months 10 days | |
Aggregate Intrinsic Value | ||
Intrinsic value of options outstanding at beginning of period | $ 152 | $ 192 |
Intrinsic value of options exercisable as of December 31, 2023 | 131 | |
Intrinsic value of options expected to vest as of December 31, 2023 | $ 19 |
Equity-based Compensation Pla_7
Equity-based Compensation Plans - Schedule of Valuation Assumptions for Stock Options (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value of options granted during period (in usd per share) | $ 0 | $ 0 | $ 16.46 |
Intrinsic fair value of stock options exercised | $ 57 | $ 131 | $ 676 |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average expected term (years) | 4 years 3 months 7 days | ||
Weighted-average expected volatility (in percentage) | 70% | ||
Expected dividend yield | 0% | ||
Stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Minimum risk-free interest rate (in percentage) | 0.62% |
Equity-based Compensation Pla_8
Equity-based Compensation Plans - Schedule of Equity Based Compensation Cost (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $ 326 | $ 262 | $ 249 |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | 14 | 16 | 11 |
Operating, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $ 312 | $ 246 | $ 238 |
Defined Severance Benefits - Sc
Defined Severance Benefits - Schedule of Defined Benefits Liabilities (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Defined benefit obligation, beginning balance | $ 304 | $ 283 | |
Current service costs | 141 | 143 | $ 121 |
Interest cost | 14 | 9 | 3 |
Actuarial losses (gains) | 22 | (32) | |
Payments from plans | (84) | (81) | |
Cumulative effects of foreign currency translation | (1) | (18) | |
Defined benefit obligation, ending balance | 396 | 304 | $ 283 |
Current | 82 | 78 | |
Noncurrent | $ 314 | $ 226 |
Defined Severance Benefits - Na
Defined Severance Benefits - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Retirement Benefits [Abstract] | ||
Accumulated benefit obligation | $ 288 | $ 225 |
Defined Severance Benefits - _2
Defined Severance Benefits - Schedule of Components of Net Periodic Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Current service costs | $ 141 | $ 143 | $ 121 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Excluding Service Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | ||
Interest cost | $ 14 | 9 | 3 |
Amortization of: | |||
Prior service cost | 3 | 3 | 0 |
Net actuarial loss | 1 | 6 | 4 |
Net periodic benefit cost | $ 159 | $ 161 | $ 128 |
Defined Severance Benefits - _3
Defined Severance Benefits - Schedule of Principal Actuarial Assumptions Used to Determine Defined Benefits Liabilities (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate (in percentage) | 4.30% | 5.10% |
Salary growth rate (in percentage) | 5% | 5% |
Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate (in percentage) | 4.80% | 5.30% |
Salary growth rate (in percentage) | 7% | 8% |
Defined Severance Benefits - _4
Defined Severance Benefits - Schedule of Principal Actuarial Assumptions Used to Determine the Net Period Cost (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate (in percentage) | 5.10% | 2.70% | 1.73% |
Salary growth rate (in percentage) | 5% | 5% | 1.48% |
Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate (in percentage) | 5.30% | 3% | 2.57% |
Salary growth rate (in percentage) | 8% | 5.24% | 5% |
Defined Severance Benefits - _5
Defined Severance Benefits - Schedule of Expected Maturity Analysis of Undiscounted Defined Severance Benefits (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Retirement Benefits [Abstract] | |
Defined severance benefits, less than 1 year | $ 87 |
Defined severance benefits, between 1-2 years | 90 |
Defined severance benefits, between 2-5 years | 275 |
Defined severance benefits, over 5 years | 437 |
Defined severance benefits | $ 889 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current taxes | |||
Current taxes | $ 108 | $ 39 | $ 1 |
Deferred taxes | |||
Deferred income tax expense (benefit) | (884) | (40) | 0 |
Income tax (benefit) expense | (776) | (1) | 1 |
United States | |||
Current taxes | |||
Current taxes expense (benefit), United States | 62 | 0 | 0 |
Deferred taxes | |||
Deferred tax expense (benefit), United States | 21 | (40) | 0 |
Foreign | |||
Current taxes | |||
Current foreign tax expense (benefit) | 46 | 39 | 1 |
Deferred taxes | |||
Deferred foreign income tax expense (benefit) | $ (905) | $ 0 | $ 0 |
Income Taxes - Schedule of Loss
Income Taxes - Schedule of Loss Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Income (loss) before income taxes | $ 584 | $ (93) | $ (1,542) |
United States | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Income (loss) from continuing operations before income taxes, domestic | (217) | (232) | (297) |
Foreign | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Income (loss) from continuing operations before income taxes, foreign | $ 801 | $ 139 | $ (1,245) |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Federal Statutory Income Tax Rate to Effective Income Tax Rate (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Taxes computed at the federal statutory rate | $ 122 | $ (20) | $ (324) |
Statutory rate difference | 28 | 51 | (44) |
Change in valuation allowances | (1,031) | (144) | 393 |
GILTI | 91 | 93 | 0 |
Stock compensation | 44 | 37 | (20) |
Tax credit | (47) | (35) | (5) |
Other nondeductible expense | 17 | 15 | 0 |
Other | 0 | 2 | 1 |
Income tax (benefit) expense | $ (776) | $ (1) | $ 1 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Effects of Temporary Differences that Give Rise to Deferred Income Tax Assets and Deferred Income Tax Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets | ||||
Provision and allowances | $ 69 | $ 57 | ||
Depreciation | 8 | 7 | ||
Accrued expenses | 69 | 52 | ||
Amortization | 21 | 32 | ||
Defined severance benefits | 84 | 71 | ||
Lease liabilities | 409 | 353 | ||
Net operating loss carryforwards | 643 | 790 | ||
Tax credits | 33 | 55 | ||
Other | 49 | 28 | ||
Total deferred tax assets | 1,385 | 1,445 | ||
Less: valuation allowances | (82) | (1,085) | $ (1,284) | $ (975) |
Total deferred tax assets net of valuation allowance | 1,303 | 360 | ||
Deferred tax liabilities | ||||
Lease asset | (371) | (317) | ||
Other | (7) | (3) | ||
Total deferred tax liabilities | (378) | (320) | ||
Net deferred tax assets | $ 925 | $ 40 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Valuation allowance | $ 82 | $ 1,085 | $ 1,284 | $ 975 |
Derecognition of valuation allowances | 905 | 41 | $ 0 | |
Operating loss carryforwards | 2,600 | |||
Unrecognized tax benefits | 0 | $ 0 | ||
State and Local Jurisdiction | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Corporate tax credit carryforward | 67 | |||
State and Local Jurisdiction | Between 2037 and 2043 | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Corporate tax credit carryforward | 49 | |||
Non-Korea | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Operating loss carryforwards | $ 255 |
Income Taxes - Reconcilation of
Income Taxes - Reconcilation of the Valuation Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Deferred tax assets, valuation allowance, beginning balance | $ (1,085) | $ (1,284) | $ (975) |
Changes to existing valuation allowances | 140 | 103 | (393) |
Derecognition of valuation allowances | 905 | 41 | 0 |
Changes in foreign exchange rates, statutory rates and other | (42) | 55 | 84 |
Deferred tax assets, valuation allowance, ending balance | $ (82) | $ (1,085) | $ (1,284) |
Income Taxes - Summary of Opera
Income Taxes - Summary of Operating Loss Carryforwards (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | $ 2,600 |
Korea | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | 2,366 |
Korea | 2026 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | 14 |
Korea | 2027 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | 506 |
Korea | 2028 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | 819 |
Korea | 2029 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | 128 |
Korea | 2035 - 2037 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Operating loss carryforwards | $ 899 |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Basic and Diluted Loss Per Share/Common Unit (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator | |||
Net income (loss) | $ 1,360 | $ (92) | $ (1,543) |
Weighted-average shares used in computing net income (loss) per share attributable to Class A and Class B common stockholders: | |||
Weighted Average Number of Shares Outstanding, Basic (in shares) | 1,782 | 1,765 | 1,424 |
Dilutive effect of equity compensation awards (in shares) | 21 | 0 | 0 |
Weighted-average number of Class A and Class B common shares outstanding used in computing per share amounts, diluted (in shares) | 1,803 | 1,765 | 1,424 |
Earnings per share: | |||
Basic (in usd per share) | $ 0.76 | $ (0.05) | $ (1.08) |
Diluted (in usd per share) | $ 0.75 | $ (0.05) | $ (1.08) |
Antidilutive securities excluded from computation of net loss per share (in shares) | 3 | 24 | 46 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Financial Assets and Liabilities at Fair Value (Details) - Fair Value, Recurring - Level 1 - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Money market trust | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 1,582 | $ 390 |
Restricted cash | 86 | 77 |
Money market account | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 1,205 | $ 0 |
Property and Equipment, net -Sc
Property and Equipment, net -Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3,102 | $ 2,359 |
Less: Accumulated depreciation and amortization | (637) | (539) |
Property and equipment, net | 2,465 | 1,820 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 323 | 296 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, useful life | 40 years | |
Property and equipment, gross | $ 751 | 302 |
Equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 914 | 648 |
Equipment and furniture | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, useful life | 1 year | |
Equipment and furniture | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, useful life | 8 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 662 | 525 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 79 | 134 |
Vehicles | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, useful life | 4 years | |
Vehicles | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, useful life | 6 years | |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, useful life | 4 years | |
Property and equipment, gross | $ 26 | 26 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 347 | $ 428 |
Property and Equipment, net - N
Property and Equipment, net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 271 | $ 229 | $ 200 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, remaining lease term | 10 years |
Lessee, operating lease, lease not yet commenced, undiscounted amount | $ 355 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, lease not yet commenced, term of contract | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, lease not yet commenced, term of contract | 10 years |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Cost and Balance Sheet Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 457 | $ 410 | $ 341 |
Variable and short-term lease cost | 42 | 40 | 38 |
Total operating lease cost | $ 499 | $ 450 | $ 379 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Supplemental disclosure of cash-flow information | |||
Cash paid for the amount used to measure the operating lease liabilities | $ 445 | $ 367 | $ 288 |
Operating lease assets obtained in exchange for lease obligations | 428 | 426 | 599 |
Net increase to operating lease ROU assets resulting from remeasurements of lease obligations | $ 133 | $ 8 | $ 109 |
Weighted Average Remaining Lease Term [Abstract] | |||
Weighted-average remaining lease term | 5 years 8 months 12 days | 5 years 8 months 12 days | |
Weighted-average discount rate | 7.77% | 6.76% |
Supplemental Financial Inform_3
Supplemental Financial Information - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Other Income and Expenses [Abstract] | ||
Supplier finance program, obligation, statement of financial position [extensible enumeration] | Accounts payable | Accounts payable |
Supplier finance program, obligation | $ 459 | $ 337 |
Supplemental Financial Inform_4
Supplemental Financial Information - Schedule of cash flow (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |||
Cash paid for income taxes, net of refunds | $ 110 | $ 6 | $ 3 |
Cash paid for interest | 31 | 19 | 21 |
Increase (decrease) in property and equipment-related accounts payable | 23 | (68) | 45 |
Conversion of common units into Class A and Class B common stock | 0 | 0 | 87 |
Conversion of redeemable convertible preferred units into Class A and Class B common stock | 0 | 0 | 3,466 |
Conversion of convertible notes into Class A common stock | $ 0 | $ 0 | $ 610 |
Supplemental Financial Inform_5
Supplemental Financial Information - Schedule of cash and cash equilvalents (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Other Income and Expenses [Abstract] | ||||
Cash and cash equivalents | $ 5,243 | $ 3,509 | $ 3,488 | |
Restricted cash | 353 | 176 | 320 | |
Restricted cash included in long-term leasehold deposits and other | 1 | 2 | 2 | |
Total cash, cash equivalents and restricted cash | $ 5,597 | $ 3,687 | $ 3,810 | $ 1,401 |
Short-Term Borrowings and Lon_3
Short-Term Borrowings and Long-Term Debt - Schedule of Short-term Borrowings (Details) - USD ($) $ in Thousands | 1 Months Ended | ||
Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Line of Credit Facility [Line Items] | |||
Borrowing Limit | $ 1,859,000 | ||
Total short-term borrowings | $ 282,000 | $ 175,000 | |
Weighted average interest rate (in percent) | 3.49% | 4.27% | |
Line of credit | |||
Line of Credit Facility [Line Items] | |||
Borrowing Limit | $ 306,000 | ||
Total principal short-term borrowings | 282,000 | $ 176,000 | |
Less: unamortized discounts | 0 | (1,000) | |
Total short-term borrowings | 282,000 | 175,000 | |
Line of credit | September 2024 | |||
Line of Credit Facility [Line Items] | |||
Borrowing Limit | 23,000 | ||
Total principal short-term borrowings | 0 | 0 | |
Variable interest rate (in percent) | 1.35% | ||
Line of credit | January 2024 - December 2024 | |||
Line of Credit Facility [Line Items] | |||
Borrowing Limit | 283,000 | ||
Total principal short-term borrowings | $ 282,000 | $ 176,000 | |
Line of credit | January 2024 - December 2024 | Minimum | |||
Line of Credit Facility [Line Items] | |||
Interest rate (%) | 2.10% | ||
Line of credit | January 2024 - December 2024 | Maximum | |||
Line of Credit Facility [Line Items] | |||
Interest rate (%) | 5.70% |
Short-Term Borrowings and Lon_4
Short-Term Borrowings and Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Oct. 31, 2022 | |
Debt Instrument [Line Items] | ||||
Borrowing Limit | $ 1,859 | $ 1,859 | ||
Total principal long-term debt | 735 | 735 | $ 670 | |
Current portion of long-term debt | (203) | (203) | (129) | |
Less: unamortized discounts | (3) | (3) | (3) | |
Total long-term debt | 529 | 529 | 538 | |
Line of credit | February 2024 | ||||
Debt Instrument [Line Items] | ||||
Borrowing Limit | 1,000 | 1,000 | ||
Total principal long-term debt | $ 0 | $ 0 | 0 | |
Line of credit | February 2024 | Federal funds rate or composite overnight bank borrowings rate | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate (in percent) | 0.50% | |||
Line of credit | February 2024 | Adjusted One Month SOFR | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate (in percent) | 1% | |||
Line of credit | November 2024 | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate (in percent) | 2.30% | |||
Borrowing Limit | $ 124 | $ 124 | ||
Total principal long-term debt | $ 0 | $ 0 | 0 | |
Assets pledged as collateral | $ 508 | |||
Line of credit | August 2024 | ||||
Debt Instrument [Line Items] | ||||
Interest rate (%) | 3.16% | 3.16% | ||
Borrowing Limit | $ 155 | $ 155 | ||
Total principal long-term debt | $ 155 | $ 155 | 158 | |
Line of credit | April 2026 | ||||
Debt Instrument [Line Items] | ||||
Interest rate (%) | 6.76% | 6.76% | ||
Borrowing Limit | $ 178 | $ 178 | ||
Total principal long-term debt | $ 178 | $ 178 | 0 | |
Line of credit | March 2027 | ||||
Debt Instrument [Line Items] | ||||
Interest rate (%) | 4.26% | 4.26% | ||
Borrowing Limit | $ 310 | $ 310 | ||
Total principal long-term debt | 310 | 310 | 316 | |
Line of credit | August 2024 - November 2026 | ||||
Debt Instrument [Line Items] | ||||
Borrowing Limit | 92 | 92 | ||
Total principal long-term debt | $ 92 | $ 92 | $ 196 | |
Line of credit | August 2024 - November 2026 | Minimum | ||||
Debt Instrument [Line Items] | ||||
Interest rate (%) | 3.68% | 3.68% | ||
Line of credit | August 2024 - November 2026 | Maximum | ||||
Debt Instrument [Line Items] | ||||
Interest rate (%) | 6% | 6% | ||
Line of credit | October 2023 - March 2027 | ||||
Debt Instrument [Line Items] | ||||
Assets pledged as collateral | $ 882 | $ 882 |
Short-Term Borrowings and Lon_5
Short-Term Borrowings and Long-Term Debt - Long-Term Debt - Narrative (Details) - Line of credit - USD ($) $ in Millions | 1 Months Ended | |||
Dec. 31, 2023 | Apr. 30, 2023 | Oct. 31, 2022 | Feb. 29, 2024 | |
USD 178 million, term loan credit facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument term | 3 years | |||
Borrowing limit, total initial borrowings | $ 178 | |||
Interest rate (%) | 6.76% | |||
USD 178 million, term loan credit facility | Asset pledged as collateral | Land and Building | ||||
Debt Instrument [Line Items] | ||||
Pledged assets, collateral, real estate | $ 214 | |||
November 2024 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument term | 2 years | |||
Borrowing limit, total initial borrowings | $ 124 | |||
Variable interest rate (in percent) | 2.30% | |||
Assets pledged as collateral | $ 508 | |||
February 2026 | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Borrowing limit, total initial borrowings | $ 875 | |||
Line of credit, additional incremental borrowings | $ 1,250 |
Short-Term Borrowings and Lon_6
Short-Term Borrowings and Long-Term Debt - Schedule of Long-term Debt Maturities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Maturities of Long-term Debt [Abstract] | ||
2024 | $ 203 | |
2025 | 0 | |
2026 | 222 | |
2027 | 310 | |
2028 | 0 | |
Thereafter | 0 | |
Total principal long-term debt | $ 735 | $ 670 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Minimum Contractual Commitments (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Unconditional purchase obligations (unrecognized) | |
2024 | $ 298 |
2025 | 249 |
2026 | 197 |
2027 | 188 |
2028 | 101 |
Thereafter | 97 |
Total undiscounted payments | 1,130 |
Long-term debt (including interest) | |
2024 | 239 |
2025 | 27 |
2026 | 243 |
2027 | 313 |
2028 | 0 |
Thereafter | 0 |
Total undiscounted payments | 822 |
Operating leases | |
2024 | 506 |
2025 | 430 |
2026 | 329 |
2027 | 266 |
2028 | 215 |
Thereafter | 499 |
Total undiscounted payments | 2,245 |
Less: lease imputed interest | (472) |
Total lease commitments | 1,773 |
Total | |
2024 | 1,043 |
2025 | 706 |
2026 | 769 |
2027 | 767 |
2028 | 316 |
Thereafter | 596 |
Total undiscounted payments | $ 4,197 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Details) | 5 Months Ended |
Dec. 31, 2023 action | |
Other Commitments [Line Items] | |
Number of legal actions filed against former and current directors and officers | 3 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Millions | 1 Months Ended | ||||
Mar. 31, 2021 shares | Dec. 31, 2023 USD ($) votePerShare $ / shares shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Class of Stock [Line Items] | |||||
Preferred stock, shares authorized (in shares) | 2,000,000,000 | ||||
Preferred stock, par value (in usd per share) | $ / shares | $ 0.0001 | ||||
Preferred stock, shares issued (in shares) | 0 | 0 | |||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||
Stockholders' equity attributable to parent | $ | $ 4,089 | $ 2,414 | $ 2,176 | $ (4,069) | |
Convertible notes | |||||
Class of Stock [Line Items] | |||||
Converted instrument, shares issued (in shares) | 171,750,446 | ||||
Accumulated Foreign Currency Adjustment Attributable to Parent | |||||
Class of Stock [Line Items] | |||||
Stockholders' equity attributable to parent | $ | 43 | 45 | |||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | |||||
Class of Stock [Line Items] | |||||
Stockholders' equity attributable to parent | $ | $ (61) | $ (43) | |||
Common Class A | |||||
Class of Stock [Line Items] | |||||
Common stock, shares authorized (in shares) | 10,000,000,000 | 10,000,000,000 | |||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | ||||
Number of votes per share of common stock | votePerShare | 1 | ||||
Common Class B | |||||
Class of Stock [Line Items] | |||||
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 | |||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | ||||
Number of votes per share of common stock | votePerShare | 29 | ||||
Number of Class A shares granted in conversion (in shares) | 1 |
Subsequent Event - Farfetch A_2
Subsequent Event - Farfetch Acquisition (Details) $ in Millions | 1 Months Ended | ||||
Jan. 30, 2024 USD ($) | Dec. 18, 2023 USD ($) | Jan. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Principal amount - debt of subsidiary of limited partnership | $ 1,859 | ||||
Option period that equity interest can be purchased | 7 years | ||||
Redeemable noncontrolling interest | 15 | $ 0 | |||
Subsequent event | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Increase from subsidiary equity issuance | $ 45 | ||||
Subsequent event | Subsidiary of Limited Partnership | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Principal amount - debt of subsidiary of limited partnership | $ 633 | ||||
Bridge loan | Subsequent event | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Payment for issuance of loans receivable | $ 75 | ||||
Farfetch Holdings | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Bridge loan receivable | $ 500 | $ 75 | |||
Farfetch Holdings | Limited Partnership | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
General partner ownership interest (in percent) | 80.10% | ||||
Farfetch Holdings | Limited Partnership | Greenoaks Capital Partners, LLC | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Limited partnership ownership interest (in percent) | 19.90% | ||||
Farfetch Holdings | Subsequent event | Subsidiary of Limited Partnership | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Term loan acquired through credit agreement quarterly repayments (in percent) | 0.0025 | ||||
Farfetch Holdings | Subsequent event | Limited Partnership | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Net of cash payment for acquisition | $ 150 | ||||
Bridge loan facility | 150 | ||||
Business combination, additional funding obligation | $ 200 | ||||
Farfetch Holdings | Syndicated term loan | Subsequent event | Subsidiary of Limited Partnership | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Variable interest rate (in percent) | 6.25% |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial information of Parent (Coupang, Inc.) - Condensed Statements of Operations and Comprehensive Loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Condensed Income Statements, Captions [Line Items] | |||
Management service fee revenues | $ 24,383 | $ 20,583 | $ 18,406 |
Operating cost and expenses | (23,910) | (20,695) | (19,900) |
Interest expense | (48) | (27) | (45) |
Other expense, net | (19) | (7) | (12) |
Income (loss) before income taxes | 584 | (93) | (1,542) |
Income tax (benefit) expense | (776) | (1) | 1 |
Net income (loss) | 1,360 | (92) | (1,543) |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments, net of tax | (2) | 9 | 41 |
Actuarial (loss) gain on defined severance benefits, net of tax | (18) | 41 | (57) |
Total other comprehensive (loss) income | (20) | 50 | (16) |
Comprehensive income (loss) | 1,340 | (42) | (1,559) |
Parent company | |||
Condensed Income Statements, Captions [Line Items] | |||
Management service fee revenues | 18 | 17 | 17 |
Operating cost and expenses | (400) | (324) | (349) |
Interest expense | (2) | (2) | (22) |
Other expense, net | 84 | 28 | 2 |
Income (loss) before income taxes | (300) | (281) | (352) |
Equity in earnings (losses) of subsidiaries | 1,783 | 189 | (1,191) |
Income (loss) before income taxes | 1,483 | (92) | (1,543) |
Income tax (benefit) expense | 123 | 0 | 0 |
Net income (loss) | 1,360 | (92) | (1,543) |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments, net of tax | (2) | 9 | 41 |
Actuarial (loss) gain on defined severance benefits, net of tax | (18) | 41 | (57) |
Total other comprehensive (loss) income | (20) | 50 | (16) |
Comprehensive income (loss) | $ 1,340 | $ (42) | $ (1,559) |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial information of Parent (Coupang, Inc.) - Condensed Balance Sheets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||||
Cash and cash equivalents | $ 5,243 | $ 3,509 | $ 3,488 | |
Total current assets | 7,892 | 5,830 | ||
Total assets | 13,346 | 9,513 | ||
Liabilities and stockholders' equity | ||||
Other current liabilities | 526 | 420 | ||
Total current liabilities | 6,945 | 5,063 | ||
Total liabilities | 9,242 | 7,099 | ||
Stockholders' equity | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 8,489 | 8,154 | ||
Accumulated other comprehensive (loss) income | (17) | 3 | ||
Accumulated deficit | (4,383) | (5,743) | ||
Total stockholders' equity | 4,089 | 2,414 | $ 2,176 | $ (4,069) |
Total liabilities and stockholders' equity | 13,346 | 9,513 | ||
Parent company | ||||
Assets | ||||
Cash and cash equivalents | 1,592 | 1,595 | ||
Restricted cash | 79 | 57 | ||
Prepaids and other current assets | 20 | 10 | ||
Total current assets | 1,691 | 1,662 | ||
Other assets | 12 | 1 | ||
Investment in subsidiaries | 2,438 | 763 | ||
Total assets | 4,141 | 2,426 | ||
Liabilities and stockholders' equity | ||||
Other current liabilities | 42 | 12 | ||
Total current liabilities | 42 | 12 | ||
Other liabilities | 10 | 0 | ||
Total liabilities | 52 | 12 | ||
Stockholders' equity | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 8,489 | 8,154 | ||
Accumulated other comprehensive (loss) income | (17) | 3 | ||
Accumulated deficit | (4,383) | (5,743) | ||
Total stockholders' equity | 4,089 | 2,414 | ||
Total liabilities and stockholders' equity | $ 4,141 | $ 2,426 |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial information of Parent (Coupang, Inc.) - Condensed Statements of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities | |||
Net cash provided by (used in) operating activities | $ 2,652 | $ 565 | $ (411) |
Investing activities | |||
Increase of short-term loans | (25) | 0 | 0 |
Net cash used in investing activities | (927) | (848) | (676) |
Financing activities | |||
Deferred offering costs paid | 0 | 0 | (12) |
Proceeds from issuance of common stock/units, equity-based compensation plan | 9 | 18 | 62 |
Net cash provided by financing activities | 199 | 247 | 3,577 |
Cash and cash equivalents | |||
Net increase (decrease) in cash and cash equivalents, and restricted cash | 1,910 | (123) | 2,409 |
Cash and cash equivalents, and restricted cash, as of beginning of period | 3,687 | 3,810 | 1,401 |
Cash and cash equivalents, and restricted cash, as of end of period | 5,597 | 3,687 | 3,810 |
Parent company | |||
Operating activities | |||
Net cash provided by (used in) operating activities | 95 | (79) | (58) |
Investing activities | |||
Capital contribution to subsidiaries | (121) | (725) | (1,274) |
Return of capital contribution from subsidiaries | 61 | 80 | 204 |
Net cash used in investing activities | (85) | (645) | (1,070) |
Financing activities | |||
Proceeds from issuance of common units and preferred units, net of issuance costs | 0 | 0 | 3,431 |
Deferred offering costs paid | 0 | 0 | (12) |
Proceeds from issuance of common stock/units, equity-based compensation plan | 9 | 18 | 62 |
Other, net | 0 | 0 | (1) |
Net cash provided by financing activities | 9 | 18 | 3,480 |
Cash and cash equivalents | |||
Net increase (decrease) in cash and cash equivalents, and restricted cash | 19 | (706) | 2,352 |
Cash and cash equivalents, and restricted cash, as of beginning of period | 1,652 | 2,358 | 6 |
Cash and cash equivalents, and restricted cash, as of end of period | $ 1,671 | $ 1,652 | $ 2,358 |
Schedule I - Debt (Details)
Schedule I - Debt (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Feb. 28, 2021 |
Financial guarantee | Subsidiaries | |||
Debt Instrument [Line Items] | |||
Restricted cash | $ 79,000,000 | ||
Parent company | |||
Debt Instrument [Line Items] | |||
Restricted cash | 79,000,000 | $ 57,000,000 | |
February 2026 | Line of credit | Parent company | |||
Debt Instrument [Line Items] | |||
Borrowing limit, total initial borrowings | $ 875,000,000 | ||
Balance drawn | $ 0 |