Document and Entity Information
Document and Entity Information - $ / shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 30, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | YHOO | |
Entity Registrant Name | YAHOO INC | |
Entity Central Index Key | 1,011,006 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Listing, Par Value Per Share | $ 0.001 | |
Entity Common Stock, Shares Outstanding | 944,355,144 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 1,281,160 | $ 2,664,098 |
Short-term marketable securities | 4,600,889 | 5,327,412 |
Accounts receivable, net | 980,301 | 1,032,704 |
Prepaid expenses and other current assets | 733,723 | 673,504 |
Total current assets | 7,596,073 | 9,697,718 |
Long-term marketable securities | 940,052 | 2,230,892 |
Property and equipment, net | 1,590,439 | 1,487,684 |
Goodwill | 5,266,594 | 5,152,570 |
Intangible assets, net | 397,181 | 470,842 |
Other long-term assets and investments | 392,744 | 554,616 |
Investment in Alibaba Group | 22,618,853 | 39,867,789 |
Investments in equity interests | 2,333,063 | 2,489,578 |
Total assets | 41,134,999 | 61,951,689 |
Current liabilities: | ||
Accounts payable | 262,588 | 238,018 |
Income taxes payable related to sale of Alibaba Group ADSs | 3,282,293 | |
Other accrued expenses and current liabilities | 946,311 | 665,828 |
Deferred revenue | 139,934 | 336,963 |
Total current liabilities | 1,348,833 | 4,523,102 |
Convertible notes | 1,217,408 | 1,170,423 |
Long-term deferred revenue | 25,240 | 20,774 |
Other long-term liabilities | 125,862 | 143,095 |
Deferred tax liabilities related to investment in Alibaba Group | 9,126,655 | 16,154,906 |
Deferred and other long-term tax liabilities | 1,011,928 | 1,153,797 |
Total liabilities | $ 12,855,926 | $ 23,166,097 |
Commitments and contingencies (Note 12) | ||
Yahoo! Inc. stockholders' equity: | ||
Common stock, $0.001 par value; 5,000,000 shares authorized; 949,771 shares issued and 936,838 shares outstanding as of December 31, 2014 and 960,650 shares issued and 943,528 shares outstanding as of September 30, 2015 | $ 956 | $ 945 |
Additional paid-in capital | 8,716,314 | 8,499,475 |
Treasury stock at cost, 12,933 shares as of December 31, 2014 and 17,122 shares as of September 30, 2015 | (912,287) | (712,455) |
Retained earnings | 9,006,514 | 8,934,244 |
Accumulated other comprehensive income | 11,434,453 | 22,019,628 |
Total Yahoo! Inc. stockholders' equity | 28,245,950 | 38,741,837 |
Noncontrolling interests | 33,123 | 43,755 |
Total equity | 28,279,073 | 38,785,592 |
Total liabilities and equity | $ 41,134,999 | $ 61,951,689 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, shares issued | 960,650 | 949,771 |
Common stock, shares outstanding | 943,528 | 936,838 |
Treasury stock at cost, shares | 17,122 | 12,933 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | $ 1,225,673 | $ 1,148,140 | $ 3,694,908 | $ 3,365,061 |
Operating expenses: | ||||
Cost of revenue - traffic acquisition costs | 223,229 | 54,180 | 606,598 | 143,915 |
Cost of revenue - other | 302,846 | 292,647 | 884,041 | 882,036 |
Sales and marketing | 274,329 | 267,875 | 823,990 | 823,398 |
Product development | 272,285 | 292,057 | 905,460 | 852,099 |
General and administrative | 151,963 | 176,717 | 506,071 | 496,221 |
Amortization of intangibles | 19,622 | 15,322 | 59,677 | 48,826 |
Gain on sales of patents | (1,300) | (11,100) | (62,800) | |
Asset impairment charge | 41,699 | 41,699 | ||
Restructuring charges, net | 26,012 | 8,470 | 96,932 | 70,578 |
Total operating expenses | 1,311,985 | 1,105,968 | 3,913,368 | 3,254,273 |
Income (loss) from operations | (86,312) | 42,172 | (218,460) | 110,788 |
Other income (expense), net | (23,955) | 10,308,931 | (66,759) | 10,281,889 |
Income (loss) before income taxes and earnings in equity interests | (110,267) | 10,351,103 | (285,219) | 10,392,677 |
(Provision) benefit for income taxes | 93,208 | (3,973,402) | 75,613 | (3,985,762) |
Earnings in equity interests, net of tax | 95,195 | 398,692 | 290,726 | 955,946 |
Net income | 78,136 | 6,776,393 | 81,120 | 7,362,861 |
Net income attributable to noncontrolling interests | (1,875) | (2,291) | (5,215) | (7,474) |
Net income attributable to Yahoo! Inc. | $ 76,261 | $ 6,774,102 | $ 75,905 | $ 7,355,387 |
Net income attributable to Yahoo! Inc. common stockholders per share - basic | $ 0.08 | $ 6.82 | $ 0.08 | $ 7.35 |
Net income attributable to Yahoo! Inc. common stockholders per share - diluted | $ 0.08 | $ 6.70 | $ 0.08 | $ 7.18 |
Shares used in per share calculation - basic | 940,822 | 993,543 | 937,713 | 1,001,066 |
Shares used in per share calculation - diluted | 946,934 | 1,007,693 | 944,160 | 1,017,935 |
Stock-based compensation expense by function: | ||||
Stock-based compensation expense by function | $ 110,426 | $ 105,796 | $ 351,252 | $ 317,422 |
Cost of revenue - other | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense by function | 9,748 | 5,817 | 22,957 | 35,824 |
Sales and marketing | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense by function | 33,317 | 31,661 | 111,416 | 113,568 |
Product development | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense by function | 46,461 | 40,783 | 145,444 | 94,217 |
General and administrative | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense by function | $ 20,900 | $ 27,535 | 71,435 | $ 73,813 |
Restructuring charges, net | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense by function | $ 2,705 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income | $ 78,136 | $ 6,776,393 | $ 81,120 | $ 7,362,861 |
Available-for-sale securities: | ||||
Unrealized gains (losses) on available-for-sale securities, net of taxes of $(12,778,134) and $3,646,362 for the three months ended September 30, 2014 and 2015, respectively, and $(12,782,270) and $7,034,475 for the nine months ended September 30, 2014 and 2015, respectively | (5,299,758) | 18,580,283 | (10,225,842) | 18,596,799 |
Reclassification adjustment for realized (gains) losses on available-for-sale securities included in net income, net of taxes of $1,231 and $(44) for the three months ended September 30, 2014 and 2015, respectively, and $1,304 and $(45) for the nine months ended September 30, 2014 and 2015, respectively | 72 | (2,044) | 74 | (2,165) |
Net change in unrealized gains (losses) on available-for-sale securities, net of tax | (5,299,686) | 18,578,239 | (10,225,768) | 18,594,634 |
Foreign currency translation adjustments ("CTA"): | ||||
Foreign CTA gains (losses), net of taxes of $(839) and $607 for the three months ended September 30, 2014 and 2015, respectively, and $1,431 and $1,061 for the nine months ended September 30, 2014 and 2015, respectively | (126,774) | (48,649) | (359,876) | (131,567) |
Net investment hedge CTA gains (losses), net of taxes of $(44,951) and $8,252 for the three months ended September 30, 2014 and 2015, respectively, and $(29,389) and $(2,492) for the nine months ended September 30, 2014 and 2015, respectively | (13,855) | 74,490 | 4,183 | 48,579 |
Reclassification adjustment for realized (gains) losses included in CTA, net of taxes of $30,325 for both the three and nine months ended September 30, 2014 | (50,301) | (50,301) | ||
Net foreign CTA gains (losses), net of tax | (140,629) | (24,460) | (355,693) | (133,289) |
Cash flow hedges: | ||||
Unrealized gains (losses) on cash flow hedges, net of taxes of $(1,427) and $362 for the three months ended September 30, 2014 and 2015, respectively, and $(996) and $(327) for the nine months ended September 30, 2014 and 2015, respectively | (1,440) | 2,799 | (6,721) | 909 |
Reclassification adjustment for realized (gains) losses on cash flow hedges included in net income, net of taxes of $661 and $274 for the three months ended September 30, 2014 and 2015, respectively, and $1,165 and $992 for the nine months ended September 30, 2014 and 2015, respectively | 869 | (854) | 3,007 | (1,594) |
Net change in unrealized gains (losses) on cash flow hedges, net of tax | (571) | 1,945 | (3,714) | (685) |
Other comprehensive income (loss) | (5,440,886) | 18,555,724 | (10,585,175) | 18,460,660 |
Comprehensive income (loss) | (5,362,750) | 25,332,117 | (10,504,055) | 25,823,521 |
Less: comprehensive income attributable to noncontrolling interests | (1,875) | (2,291) | (5,215) | (7,474) |
Comprehensive income (loss) attributable to Yahoo! Inc. | $ (5,364,625) | $ 25,329,826 | $ (10,509,270) | $ 25,816,047 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Unrealized gains (losses) on available-for-sale securities, taxes | $ 3,646,362 | $ (12,778,134) | $ 7,034,475 | $ (12,782,270) |
Reclassification adjustment for realized (gains) losses on available-for-sale securities included in net income, taxes | (44) | 1,231 | (45) | 1,304 |
Foreign CTA gains (losses), taxes | 607 | (839) | 1,061 | 1,431 |
Net investment hedge CTA gains (losses), taxes | 8,252 | (44,951) | (2,492) | (29,389) |
Reclassification adjustment for realized (gains) losses included in CTA, taxes | 30,325 | 30,325 | ||
Unrealized gains (losses) on cash flow hedges, taxes | 362 | (1,427) | (327) | (996) |
Reclassification adjustment for realized (gains) losses on cash flow hedges included in net income, taxes | $ 274 | $ 661 | $ 992 | $ 1,165 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 81,120 | $ 7,362,861 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation | 355,540 | 356,577 |
Amortization of intangible assets | 102,090 | 96,961 |
Accretion of convertible notes discount | 46,984 | 44,583 |
Stock-based compensation expense | 353,957 | 317,422 |
Non-cash asset impairment charge | 41,699 | |
Non-cash restructuring reversals | (31) | (7,031) |
Loss from sales of investments, assets, and other, net | 45,607 | 27,850 |
Gain on sale of Alibaba Group ADSs | (10,319,437) | |
Gain on sales of patents | (11,100) | (62,800) |
Loss on Hortonworks warrants | 19,241 | |
Earnings in equity interests | (290,726) | (955,946) |
Tax benefits (detriments) from stock-based awards | 22,990 | 111,062 |
Excess tax benefits from stock-based awards | (33,359) | (114,392) |
Deferred income taxes | (52,605) | 397,415 |
Dividends received from equity investees | 142,045 | 83,685 |
Changes in assets and liabilities, net of effects of acquisitions: | ||
Accounts receivable | 34,303 | 142,648 |
Prepaid expenses and other assets | (64,112) | 21,058 |
Accounts payable | (29,642) | (310) |
Accrued expenses and other liabilities | 218,037 | 120,018 |
Incomes taxes payable related to sale of Alibaba Group ADSs | (3,282,293) | 3,282,293 |
Deferred revenue | (191,989) | (118,850) |
Net cash provided by (used in) operating activities | (2,492,244) | 785,667 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of property and equipment | (451,813) | (319,275) |
Proceeds from sales of property and equipment | 11,069 | 15,008 |
Purchases of marketable securities | (3,472,587) | (1,562,588) |
Proceeds from sales of marketable securities | 566,321 | 1,681,735 |
Proceeds from maturities of marketable securities | 4,889,437 | 868,956 |
Proceeds from sale of Alibaba Group ADSs, net of underwriting discounts, commissions, and fees | 9,404,974 | |
Acquisitions, net of cash acquired | (174,630) | (313,837) |
Proceeds from sales of patents | 29,100 | 62,800 |
Purchases of intangible assets | (4,733) | (2,480) |
Proceeds from settlement of derivative hedge contracts | 120,682 | 186,079 |
Payments for settlement of derivative hedge contracts | (6,594) | (5,218) |
Payments for equity investments in privately held companies | (60,399) | |
Other investing activities, net | (203) | 1,239 |
Net cash provided by investing activities | 1,506,049 | 9,956,994 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock | 52,297 | 247,568 |
Repurchases of common stock | (203,771) | (2,550,232) |
Excess tax benefits from stock-based awards | 33,359 | 114,392 |
Tax withholdings related to net share settlements of restricted stock units | (216,061) | (226,425) |
Distributions to noncontrolling interests | (15,847) | (22,344) |
Other financing activities, net | (13,554) | (9,240) |
Net cash used in financing activities | (363,577) | (2,446,281) |
Effect of exchange rate changes on cash and cash equivalents | (33,166) | (28,685) |
Net change in cash and cash equivalents | (1,382,938) | 8,267,695 |
Cash and cash equivalents at beginning of period | 2,664,098 | 2,077,590 |
Cash and cash equivalents at end of period | $ 1,281,160 | $ 10,345,285 |
The Company And Summary Of Sign
The Company And Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
The Company And Summary Of Significant Accounting Policies | Note 1 The Company And Summary Of Significant Accounting Policies The Company . Yahoo! Inc., together with its consolidated subsidiaries (“Yahoo” or the “Company”), is a guide focused on informing, connecting, and entertaining its users. By creating highly personalized experiences for its users, the Company keeps people connected to what matters most to them, across devices and around the world. In turn, the Company creates value for advertisers by connecting them with the audiences that build their businesses. For advertisers, the opportunity to be a part of users’ digital habits across products and platforms is a powerful tool to engage audiences and build brand loyalty. Advertisers can build their businesses by advertising to targeted audiences on the Company’s online properties and services (“Yahoo Properties”) and through a distribution network of third-party entities (“Affiliates”) who integrate the Company’s advertising offerings into their websites or other offerings (“Affiliate sites”). The Company manages and measures its business geographically, principally in the Americas, EMEA (Europe, Middle East, and Africa) and Asia Pacific. Basis of Presentation . The condensed consolidated financial statements include the accounts of Yahoo! Inc. and its majority-owned or otherwise controlled subsidiaries. All intercompany accounts and transactions have been eliminated. Investments in entities in which the Company can exercise significant influence, but does not own a majority equity interest or otherwise control, are accounted for using the equity method and are included as investments in equity interests on the condensed consolidated balance sheets. The Company has included the results of operations of acquired companies from the date of the acquisition. At the beginning of 2015, the Company began classifying editorial costs as cost of revenue — other rather than including such costs in sales and marketing expense. To conform to the current period presentation, the Company reclassified $26 million and $63 million, respectively, in certain website editorial costs previously included in sales and marketing expense to cost of revenue — other for the three and nine months ended September 30, 2014. Also, at the beginning of 2015, the Company began classifying non-data center facilities-related costs within general and administrative expense. To conform to the current period presentation, the Company reclassified $14 million and $39 million, respectively, in facilities-related costs previously included in product development expense and $16 million and $46 million, respectively, previously included in sales and marketing expense to general and administrative expense for the three and nine months ended September 30, 2014. During the six months ended June 30, 2015, the Company identified measurement period adjustments of $11 million to previous purchase accounting estimates for acquisitions, which were primarily related to the finalization of tax and other adjustments. These adjustments were immaterial and applied retrospectively to the acquisition dates. Accordingly, the Company’s condensed consolidated balance sheet as of December 31, 2014 has been updated to reflect the effects of the measurement period adjustments. The accompanying unaudited condensed consolidated interim financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for the full year or for any future periods. The preparation of consolidated financial statements in conformity with generally accepted accounting principles (“GAAP”) in the United States (“U.S.”) requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses and the related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates, including those related to revenue, the useful lives of long-lived assets including property and equipment and intangible assets, investment fair values, originally developed content, acquired content, stock-based compensation, goodwill, income taxes, contingencies, and restructuring charges. The Company bases its estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. Actual results may differ from these estimates. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, as amended. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2014 was derived from the Company’s audited financial statements for the year ended December 31, 2014, but does not include all disclosures required by U.S. GAAP. However, the Company believes the disclosures are adequate to make the information presented not misleading. Cost of Revenue — TAC . Traffic acquisition costs (“TAC”) consists of payments made to Affiliates and payments made to companies that direct consumer and business traffic to Yahoo Properties. TAC is either recorded as a reduction of revenue or as cost of revenue—TAC. TAC related to the Company’s Search and Advertising Sales Agreement (as amended, the “Search Agreement”) with Microsoft Corporation (“Microsoft”) is recorded as a reduction of revenue. See Note 17 — “Search Agreement With Microsoft Corporation” for a description of the Search Agreement and License Agreement with Microsoft. The Company also has an agreement to compensate a third party, Mozilla Corporation (“Mozilla”), to make the Company the default search provider on certain of Mozilla’s products in the United States. The Company records these payments as cost of revenue – TAC. Originally Developed Content and Acquired Content. For originally developed content, the Company performs regular recoverability assessments on a program-by-program basis. If there are any events or changes in circumstances indicating that the Company should assess whether the fair value of originally developed content is less than its unamortized costs, the Company performs a fair value analysis using an expected cash flow approach. The amount by which the unamortized costs of the originally developed content exceed estimated fair value is charged to expense as an asset impairment. During the three and nine months ended September 30, 2015, the Company recorded an asset impairment charge of $17 million related to originally developed content. For acquired content, the Company compares the net realizable value on a program-by-program basis with the unamortized cost. The amount by which the unamortized costs of the acquired content exceed net realizable value is charged to expense as an asset impairment. During the three and nine months ended September 30, 2015, the Company recorded an asset impairment charge of $25 million related to acquired content, primarily driven by a reduction of forecasted revenues to be generated from advertising on Yahoo Properties. Recent Accounting Pronouncements . In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2014-09, “Revenue from Contracts with Customers,” which supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14, which defers by one year the effective date of ASU 2014-09. Accordingly, this guidance is effective for interim and annual periods beginning after December 15, 2017 with early adoption permitted for interim and annual periods beginning after December 15, 2016. The Company plans to adopt this guidance on January 1, 2018. The Company is currently evaluating the effects, if any, that the adoption of this guidance will have on the Company’s financial position, results of operations and cash flows. In September 2015, the FASB issued ASU 2015-16, “Business Combinations,” which simplifies the accounting for measurement-period adjustments by eliminating the requirement to restate prior period financial statements for measurement period adjustments. The new guidance requires the cumulative impact of measurement period adjustments, including the impact on prior periods, to be recognized in the reporting period in which the adjustment is identified. The ASU is effective for public companies for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for any interim and annual financial statements that have not yet been issued. The Company evaluated the effects of the ASU 2015-16 and elected to early adopt the ASU for the three months ended September 30, 2015. The ASU will be applied prospectively to the acquisitions which require adjustments to the provisional amounts that occurred during the open measurement periods, regardless of the acquisition date. |
Marketable Securities, Investme
Marketable Securities, Investments And Fair Value Disclosures | 9 Months Ended |
Sep. 30, 2015 | |
Marketable Securities, Investments And Fair Value Disclosures | Note 2 Marketable Securities, Investments And Fair Value Disclosures The following tables summarize the available-for-sale marketable securities (in thousands): December 31, 2014 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Government and agency securities $ 850,712 $ 82 $ (792) $ 850,002 Corporate debt securities, commercial paper, time deposits, and bank certificates of deposit 6,711,683 612 (4,653) 6,707,642 Alibaba Group equity securities 2,713,484 37,154,305 - 39,867,789 Hortonworks equity securities 26,246 77,783 - 104,029 Other corporate equity securities 230 430 - 660 Total available-for-sale marketable securities $ 10,302,355 $ 37,233,212 $ (5,445) $ 47,530,122 September 30, 2015 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Government and agency securities $ 781,223 $ 453 $ (31) $ 781,645 Corporate debt securities, commercial paper, time deposits, and bank certificates of deposit 4,759,194 1,616 (1,514) 4,759,296 Alibaba Group equity securities 2,713,484 19,905,369 - 22,618,853 Hortonworks equity securities 26,246 57,939 - 84,185 Other corporate equity securities 230 218 - 448 Total available-for-sale marketable securities $ 8,280,377 $ 19,965,595 $ (1,545) $ 28,244,427 December 31, September 30, 2014 2015 Reported as: Short-term marketable securities 5,327,412 4,600,889 Long-term marketable securities 2,230,892 940,052 Investment in Alibaba Group 39,867,789 22,618,853 Other long-term assets and investments 104,029 84,633 Total $ 47,530,122 $ 28,244,427 Short-term, highly liquid investments of $2.0 billion and $286 million as of December 31, 2014 and September 30, 2015, respectively, included in cash and cash equivalents on the condensed consolidated balance sheets are not included in the table above as the gross unrealized gains and losses were not material as the carrying value approximates estimated fair value because of the short maturity of those instruments. Realized gains and losses from sales of available-for-sale marketable debt securities were not material for both the three and nine months ended September 30, 2014 and 2015. The remaining contractual maturities of available-for-sale marketable debt securities were as follows (in thousands): December 31, September 30, 2014 2015 Due within one year $ 5,327,412 $ 4,600,889 Due after one year through five years 2,230,892 940,052 Total available-for-sale marketable debt securities $ 7,558,304 $ 5,540,941 The following tables show all available-for-sale marketable debt securities in an unrealized loss position for which an other-than-temporary impairment has not been recognized and the related gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position (in thousands): December 31, 2014 Less than 12 Months 12 Months or Longer Total Fair Unrealized Fair Unrealized Fair Unrealized Value Loss Value Loss Value Loss Government and agency securities $ 744,948 $ (792) $ - $ - $ 744,948 $ (792) Corporate debt securities, commercial paper, and bank certificates of deposit 2,601,288 (4,646) 3,234 (7) 2,604,522 (4,653) Total available-for-sale marketable debt securities $ 3,346,236 $ (5,438) $ 3,234 $ (7) $ 3,349,470 $ (5,445) September 30, 2015 Less than 12 Months 12 Months or Longer Total Fair Unrealized Fair Unrealized Fair Unrealized Value Loss Value Loss Value Loss Government and agency securities $ 67,270 $ (31) $ - $ - $ 67,270 $ (31) Corporate debt securities, commercial paper, and bank certificates of deposit 1,497,672 (1,513) 2,899 (1) 1,500,571 (1,514) Total available-for-sale marketable debt securities $ 1,564,942 $ (1,544) $ 2,899 $ (1) $ 1,567,841 $ (1,545) The Company’s investment portfolio includes equity securities of Alibaba Group and Hortonworks, Inc. (“Hortonworks”), as well as liquid high-quality fixed income debt securities including government, agency and corporate debt, money market funds, commercial paper, certificates of deposit and time deposits with financial institutions. The fair value of any debt or equity security will vary over time and is subject to a variety of market risks including: macro-economic, regulatory, industry, company performance, and systemic risks of the equity markets overall. Consequently, the carrying value of the Company’s investment portfolio will vary over time as the value of its investment changes. Investments in both fixed rate and floating rate interest earning instruments carry a degree of interest rate risk. Fixed rate securities may have their fair value adversely impacted due to a rise in interest rates, while floating rate securities may produce less income than expected if interest rates fall. Fixed income securities may have their fair value adversely impacted due to a deterioration of the credit quality of the issuer. The longer the term of the securities, the more susceptible they are to changes in market rates. Available-for-sale marketable debt securities are reviewed periodically to identify possible other-than-temporary impairment. The Company has no current requirement or intent to sell the securities in an unrealized loss position. The Company expects to recover up to (or beyond) the initial cost of investment for securities held. The following table sets forth the financial assets and liabilities, measured at fair value, by level within the fair value hierarchy as of December 31, 2014 (in thousands): Fair Value Measurements at Reporting Date Using Assets Level 1 Level 2 Level 3 Total Money market funds (1) $ 373,822 $ - $ - $ 373,822 Available-for-sale marketable debt securities: Government and agency securities (1) - 850,002 - 850,002 Commercial paper and bank certificates of deposit (1) - 3,602,321 - 3,602,321 Corporate debt securities (1) - 3,327,017 - 3,327,017 Time deposits (1) - 1,361,165 - 1,361,165 Available-for-sale equity securities: Other corporate equity securities (2) 660 - - 660 Alibaba Group equity securities 39,867,789 - - 39,867,789 Hortonworks equity securities (2) 104,029 - - 104,029 Hortonworks warrants - - 98,062 98,062 Foreign currency derivative contracts (3) - 202,928 - 202,928 Financial assets at fair value $ 40,346,300 $ 9,343,433 $ 98,062 $ 49,787,795 Liabilities Foreign currency derivative contracts (3) - (6,157) - (6,157) Total financial assets and liabilities at fair value $ 40,346,300 $ 9,337,276 $ 98,062 $ 49,781,638 The following table sets forth the financial assets and liabilities, measured at fair value, by level within the fair value hierarchy as of September 30, 2015 (in thousands): Fair Value Measurements at Reporting Date Using Assets Level 1 Level 2 Level 3 Total Money market funds (1) $ 177,280 $ - $ - $ 177,280 Available-for-sale marketable debt securities: Government and agency securities (1) - 781,645 - 781,645 Commercial paper and bank certificates of deposit (1) - 1,835,483 - 1,835,483 Corporate debt securities (1) - 2,973,809 - 2,973,809 Time deposits (1) - 58,420 - 58,420 Available-for-sale equity securities: Other corporate equity securities (2) 448 - - 448 Alibaba Group equity securities 22,618,853 - - 22,618,853 Hortonworks equity securities (2) 84,185 - - 84,185 Hortonworks warrants - - 78,820 78,820 Foreign currency derivative contracts (3) - 111,080 - 111,080 Financial assets at fair value $ 22,880,766 $ 5,760,437 $ 78,820 $ 28,720,023 Liabilities Foreign currency derivative contracts (3) - (10,287) - (10,287) Total financial assets and liabilities at fair value $ 22,880,766 $ 5,750,150 $ 78,820 $ 28,709,736 (1) The money market funds, government and agency securities, commercial paper and bank certificates of deposit, corporate debt securities, and time deposits are classified as part of either cash and cash equivalents or short or long-term marketable securities on the condensed consolidated balance sheets. (2) The Hortonworks equity securities and other corporate equity securities are classified as part of other long-term assets and investments on the condensed consolidated balance sheets. (3) Foreign currency derivative contracts are classified as part of either other current or noncurrent assets or liabilities on the condensed consolidated balance sheets. The notional amounts of the foreign currency derivative contracts were: $2.1 billion, including contracts designated as net investment hedges of $1.6 billion, as of December 31, 2014; and $1.9 billion, including contracts designated as net investment hedges of $1.5 billion, as of September 30, 2015. The amount of cash and cash equivalents as of December 31, 2014 and September 30, 2015 included $702 million and $995 million, respectively, in cash. The fair values of the Company’s Level 1 financial assets and liabilities are based on quoted prices in active markets for identical assets or liabilities. The fair values of the Company’s Level 2 financial assets and liabilities are obtained using quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets in markets that are not active; and inputs other than quoted prices (e.g., interest rates and yield curves). The Company utilizes a pricing service to assist in obtaining fair value pricing for the marketable debt securities. The fair value of this Level 3 financial asset was determined using a Black-Scholes model. Activity between Levels of the Fair Value Hierarchy During the year ended December 31, 2014 and the nine months ended September 30, 2015, the Company did not make any transfers between Level 1, Level 2, and Level 3 assets or liabilities. Hortonworks Warrants The estimated fair value of the Hortonworks warrants was $98 million and $79 million as of December 31, 2014 and September 30, 2015, respectively, which is included in other long-term assets and investments on the condensed consolidated balance sheets. During the three and nine months ended September 30, 2015, the Company recorded a loss of $13 million and $19 million, respectively, due to the change in estimated fair value of the Hortonworks warrants during the respective periods, which was included within other income (expense), net in the Company’s condensed consolidated statements of operations. The estimated fair value of the Hortonworks warrants was determined using a Black-Scholes model. Assets and Liabilities at Fair Value on a Nonrecurring Basis Convertible Senior Notes. In 2013, the Company issued $1.4375 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2018 (the “Notes”). The Notes are carried at their original issuance value, net of unamortized debt discount, and are not marked to market each period. The approximate estimated fair value of the Notes as of both December 31, 2014 and September 30, 2015 was $1.2 billion. The estimated fair value of the Notes was determined on the basis of quoted market prices observable in the market and is considered Level 2 in the fair value hierarchy. See Note 11 — “Convertible Notes” for additional information related to the Notes. Other Investments . As of December 31, 2014 and September 30, 2015, the Company held approximately $82 million and $83 million, respectively, of investments in equity securities of privately-held companies that are accounted for using the cost method. These investments are included within other long-term assets and investments on the condensed consolidated balance sheets. Such investments are reviewed periodically for impairment. |
Consolidated Financial Statemen
Consolidated Financial Statement Details | 9 Months Ended |
Sep. 30, 2015 | |
Consolidated Financial Statement Details | Note 3 Consolidated Financial Statement Details Accumulated Other Comprehensive Income The components of accumulated other comprehensive income were as follows (in thousands): December 31, September 30, 2014 2015 Unrealized gains on available-for-sale securities, net of tax $ 22,084,960 $ 11,859,192 Unrealized gains (losses) on cash flow hedges, net of tax 1,856 (1,858) Foreign currency translation, net of tax (67,188) (422,881) Accumulated other comprehensive income $ 22,019,628 $ 11,434,453 Noncontrolling Interests Noncontrolling interests were as follows (in thousands): December 31, September 30, 2014 2015 Beginning noncontrolling interests $ 55,688 $ 43,755 Distributions to noncontrolling interests (22,344) (15,847) Net income attributable to noncontrolling interests 10,411 5,215 Ending noncontrolling interests $ 43,755 $ 33,123 Other Income (Expense), Net Other income (expense), net was as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Interest, dividend and investment income $ 5,148 $ 8,010 $ 16,180 $ 24,888 Interest expense (17,292) (18,411) (51,461) (53,540) Gain on sale of Alibaba Group ADSs 10,319,437 - 10,319,437 - Loss on Hortonworks warrants - (12,782) - (19,241) Foreign exchange losses (2,109) (1,490) (9,048) (21,017) Other 3,747 718 6,781 2,151 Total other income (expense), net $ 10,308,931 $ (23,955) $ 10,281,889 $ (66,759) Interest, dividend and investment income consists of income earned from cash and cash equivalents in bank accounts and investments made in marketable debt securities. Interest expense is related to the Notes and notes payable related to building and capital lease obligations for data centers. Gain on sale of Alibaba Group ADSs during the three and nine months ended September 30, 2014 is attributable to the pre-tax gain related to the sale of 140 million American Depositary Shares (“ADSs”) of Alibaba Group in the Alibaba Group IPO on September 24, 2014. During the three and nine months ended September 30, 2015, the Company recorded losses of $13 million and $19 million, respectively, due to the change in estimated fair value of the Hortonworks warrants during the respective periods, which was included within other income (expense), net in the condensed consolidated statements of operations. Foreign exchange losses consists of foreign exchange gains and losses due to re-measurement of monetary assets and liabilities denominated in non-functional currencies, and unrealized and realized foreign currency transaction gains and losses, including gains and losses related to balance sheet hedges. Reclassifications Out of Accumulated Other Comprehensive Income Reclassifications out of accumulated other comprehensive income for the three months ended September 30, 2014 and 2015 were as follows (in thousands): Three Months Ended September 30, September 30, 2014 2015 Reclassified from Reclassified from Accumulated Accumulated Other Other Comprehensive Comprehensive Affected Line Item in the Income Income Statement of Operations Realized (gains) losses on cash flow hedges, net of tax $ (854) $ 869 Revenue Realized (gains) losses on available-for-sale securities, net of tax (2,044) 72 Other income (expense), net Foreign currency translation adjustments (“CTA”): Disposal of a portion of the investment in Alibaba Group, net of $30 million in tax (50,301) - Other income (expense), net Total reclassifications for the period $ (53,199) $ 941 Reclassifications out of accumulated other comprehensive income for the nine months ended September 30, 2014 and 2015 were as follows (in thousands): Nine Months Ended September 30, September 30, 2014 2015 Reclassified from Reclassified from Accumulated Accumulated Other Other Comprehensive Comprehensive Affected Line Item in the Income Income Statement of Operations Realized (gains) losses on cash flow hedges, net of tax $ (1,594) $ 3,007 Revenue Realized (gains) losses on available-for-sale securities, net of tax (2,165) 74 Other income (expense), net Foreign currency translation adjustments (“CTA”): Disposal of a portion of the investment in Alibaba Group, net of $30 million in tax (50,301) - Other income (expense), net Total reclassifications for the period $ (54,060) $ 3,081 |
Acquisitions and Dispositions
Acquisitions and Dispositions | 9 Months Ended |
Sep. 30, 2015 | |
Acquisitions and Dispositions | Note 4 Acquisitions and Dispositions Transactions Completed in 2014. Flurry Acquisition — On August 25, 2014, the Company completed the acquisition of Flurry, Inc. (“Flurry”), a mobile data analytics company that optimizes mobile experiences for developers, marketers, and consumers. The combined scale of Yahoo and Flurry created more personalized and inspiring app experiences for users and enabled more effective mobile advertising solutions for brands seeking to reach their audiences and gain cross-device insights. The total purchase price of approximately $270 million consisted of cash consideration. Under the terms of the agreement, the Company acquired all of the equity interests (including all outstanding vested options) of Flurry. Outstanding Flurry unvested options were assumed and converted into equivalent awards for Yahoo common stock valued at $4 million, which is being recognized as stock-based compensation expense as the options vest over periods of up to four years. In connection with the acquisition, the Company issued restricted stock units valued at $23 million, which are being recognized as stock-based compensation expense as the restricted stock units vest over four years. The allocation of the purchase price of the assets acquired and liabilities assumed based on their estimated fair values was as follows (in thousands): Cash acquired $ 12,139 Other tangible assets acquired 51,235 Amortizable intangible assets: Developed technology 7,100 Customer contracts and related relationships 47,600 Other 720 Goodwill 194,081 Total assets acquired 312,875 Liabilities assumed (43,205) Total $ 269,670 The amortizable intangible assets have useful lives not exceeding five years and a weighted average useful life of five years. The purchase price exceeded the estimated fair value of the tangible and identifiable intangible assets and liabilities acquired and, as a result of the allocation, the Company recorded goodwill of $194 million in connection with this transaction. Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired and is not deductible for tax purposes. Other Acquisitions — Business Combinations. During the nine months ended September 30, 2014, the Company acquired eight other companies, all of which were accounted for as business combinations. The total purchase price for these acquisitions was $60 million less cash acquired of $4 million, which resulted in a net cash outlay of $56 million. The purchase price for the assets and liabilities assumed was allocated based on their estimated fair values as follows: $17 million to amortizable intangible assets, $4 million to cash acquired, $10 million to other tangible assets, $5 million to assumed liabilities; and the remainder of $34 million to goodwill. Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired and is not deductible for tax purposes. Transactions Completed in 2015. Polyvore Acquisition — On September 2, 2015, the Company acquired Polyvore, Inc. (“Polyvore”), a social commerce website that lets users across the globe discover and shop for their favorite products in fashion, beauty and home décor. The total purchase price of approximately $161 million consisted of cash consideration. Under the terms of the agreement, the Company acquired all of the equity interests (including all outstanding vested options) of Polyvore. Outstanding Polyvore unvested options were assumed and converted into equivalent awards for Yahoo common stock valued at $7 million, which is being recognized as stock-based compensation expense as the options vest over periods of up to four years. In connection with the acquisition, the Company is also recognizing stock-based compensation expense of $15 million over a period of four years. This amount is comprised of Yahoo common stock issued to the founders (which had a fair value of $15 million at the acquisition date). The Yahoo common stock issued to the founders is subject to forfeiture and will be released over four years provided they remain employees of the Company. The preliminary allocation of the purchase price of the assets acquired and liabilities assumed based on their estimated fair values was as follows (in thousands): Cash acquired $ 5,923 Other tangible assets acquired 12,057 Amortizable intangible assets: Developed technology 17,550 Tradename 1,150 Customer contracts and related relationships 225 Goodwill 131,180 Total assets acquired 168,085 Liabilities assumed (7,503) Total $ 160,582 The amortizable intangible assets have useful lives not exceeding five years and a weighted average useful life of three years. The purchase price of $161 million exceeded the estimated fair value of the tangible and identifiable intangible assets and liabilities acquired and, as a result of the preliminary allocation, the Company recorded goodwill of $131 million in connection with this transaction. Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired and is not deductible for tax purposes. The entire preliminary goodwill amount was recorded in the Americas segment. Other Acquisitions — During the nine months ended September 30, 2015, the Company acquired one other company which was accounted for as a business combination. The total purchase price for this acquisition was $23 million. The preliminary purchase price allocation of the assets acquired and liabilities assumed based on their estimated fair values was as follows: $5 million to amortizable intangibles; $2 million to net liabilities assumed; and the remainder of $20 million to goodwill. Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired and is not deductible for tax purposes. The Company’s business combinations completed during the nine months ended September 30, 2014 and 2015 did not have a material impact on the Company’s condensed consolidated financial statements and therefore actual and proforma disclosures have not been presented. Patent Sale and License Agreement. During 2014, the Company entered into a patent sale and license agreement for total cash consideration of $460 million. The total consideration was allocated based on the estimated relative fair value of each of the elements of the agreement: $61 million was allocated to the sale of patents (“Sold Patents”), $135 million to the license of existing patents (“Existing Patents”) and $264 million to the license of patents developed or acquired in the next five years (“Capture Period Patents”). The Company recorded $60 million as a gain on the Sold Patents during the three months ended June 30, 2014 and the remaining $1 million gain on the Sold Patents was recorded in the three months ended September 30, 2014 when the payment was due. The amounts allocated to the license of the Existing Patents are being recorded as revenue over the four-year payment period under the license when payments are due. The amounts allocated to the Capture Period Patents are being recorded as revenue over the five-year capture period. The Company recognized $22 million in revenue related to the Existing Patents and the Capture Period Patents during the three and nine months ended September 30, 2014. During the three and nine months ended September 30, 2015, the Company recognized $22 million and $65 million, respectively, in revenue associated with the patent sale and license agreement. During the three and nine months ended September 30, 2014, the Company sold certain patents and recorded a gain on sales of patents of approximately $1 million and $63 million, respectively. During the three months ended September 30, 2015, the Company did not have any patent sales. During the nine months ended September 30, 2015, the Company sold certain patents and recorded a gain on sales of patents of approximately $11 million. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill | Note 5 Goodwill The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 were as follows (in thousands): Americas (1) EMEA (2) Asia Pacific (3) Total Net balance as of January 1, 2015 $ 4,322,219 $ 532,469 $ 297,882 $ 5,152,570 Acquisitions and related adjustments 130,303 20,312 - 150,615 Foreign currency translation adjustments (2,803) (25,873) (7,915) (36,591) Net balance as of September 30, 2015 $ 4,449,719 $ 526,908 $ 289,967 $ 5,266,594 (1) Gross goodwill balance for the Americas segment was $4.4 billion as of September 30, 2015. (2) Gross goodwill balance for the EMEA segment was $1.2 billion as of September 30, 2015. The EMEA segment includes accumulated impairment losses of $630 million as of September 30, 2015. (3) Gross goodwill balance for the Asia Pacific segment was $449 million as of September 30, 2015. The Asia Pacific segment includes accumulated impairment losses of $159 million as of September 30, 2015. |
Intangible Assets, Net
Intangible Assets, Net | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets, Net | Note 6 Intangible Assets, Net The following table summarizes the Company’s intangible assets, net (in thousands): December 31, 2014 September 30, 2015 Net Gross Carrying Accumulated (*) Net Customer, affiliate, and advertiser related relationships $ 281,596 $ 370,314 $ (133,107) $ 237,207 Developed technology and patents 122,674 209,385 (107,981) 101,404 Tradenames, trademarks, and domain names 66,572 109,089 (50,519) 58,570 Total intangible assets, net $ 470,842 $ 688,788 $ (291,607) $ 397,181 (*) Cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying entities, totaled approximately $17 million as of September 30, 2015. For the three months ended September 30, 2014 and 2015, the Company recognized amortization expense for intangible assets of $32 million and $34 million, respectively, including $17 million and $14 million in cost of revenue — other for the three months ended September 30, 2014 and 2015, respectively. For the nine months ended September 30, 2014 and 2015, the Company recognized amortization expense for intangible assets of $97 million and $102 million, respectively, including $48 million and $42 million in cost of revenue — other for the nine months ended September 30, 2014 and 2015, respectively. Based on the current amount of intangibles subject to amortization, the estimated amortization expense for the remainder of 2015 and each of the succeeding years is as follows: three months ending December 31, 2015: $33 million; 2016: $114 million; 2017: $105 million; 2018: $85 million; 2019: $44 million; and cumulatively thereafter: $1 million. |
Basic And Diluted Net Income At
Basic And Diluted Net Income Attributable To Yahoo! Inc. Common Stockholders Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Basic And Diluted Net Income Attributable To Yahoo! Inc. Common Stockholders Per Share | Note 7 Basic And Diluted Net Income Attributable To Yahoo! Inc. Common Stockholders Per Share Basic and diluted net income attributable to Yahoo! Inc. common stockholders per share is computed using the weighted average number of common shares outstanding during the period, excluding net income attributable to participating securities (restricted stock units granted under the Directors’ Stock Plan (the “Directors’ Plan”)). Diluted net income per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares are calculated using the treasury stock method and consist of unvested restricted stock and shares underlying unvested restricted stock units and the incremental common shares issuable upon the exercise of stock options. The Company calculates potential tax windfalls and shortfalls by including the impact of pro forma deferred tax assets. The Company takes into account the effect on consolidated net income per share of dilutive securities of entities in which the Company holds equity interests that are accounted for using the equity method. Potentially dilutive securities representing approximately 1 million and 3 million shares of common stock for the three and nine months ended September 30, 2014, respectively, and 14 million and 6 million shares of common stock for the three and nine months ended September 30, 2015, respectively, were excluded from the computation of diluted earnings per share for these periods because their effect would have been anti-dilutive. The Company has the option to pay cash, issue shares of common stock or any combination thereof for the aggregate amount due upon conversion of the Notes. The Company’s intent is to settle the principal amount of the Notes in cash upon conversion. As a result, upon conversion of the Notes, only the amounts payable in excess of the principal amounts of the Notes are considered in diluted earnings per share under the treasury stock method. The denominator for diluted net income per share does not include any effect from the note hedges. In future periods, the denominator for diluted net income per share will exclude any effect of the note hedges, if their effect would be anti-dilutive. In the event an actual conversion of any or all of the Notes occurs, the shares that would be delivered to the Company under the note hedges are designed to neutralize the dilutive effect of the shares that the Company would issue under the Notes. See Note 11 — “Convertible Notes” for additional information. The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Basic: Numerator: Net income attributable to Yahoo! Inc. $ 6,774,102 $ 76,261 $ 7,355,387 $ 75,905 Less: Net income allocated to participating securities (61) - (66) - Net income attributable to Yahoo! Inc. common stockholders — basic $ 6,774,041 $ 76,261 $ 7,355,321 $ 75,905 Denominator: Weighted average common shares 993,543 940,822 1,001,066 937,713 Net income attributable to Yahoo! Inc. common stockholders per share — basic $ 6.82 $ 0.08 $ 7.35 $ 0.08 Diluted: Numerator: Net income attributable to Yahoo! Inc. $ 6,774,102 $ 76,261 $ 7,355,387 $ 75,905 Less: Net income allocated to participating securities (60) - (65) - Less: Effect of dilutive securities issued by equity investees (20,705) (1,112) (42,491) (3,431) Net income attributable to Yahoo! Inc. common stockholders — diluted $ 6,753,337 $ 75,149 $ 7,312,831 $ 72,474 Denominator: Denominator for basic calculation 993,543 940,822 1,001,066 937,713 Weighted average effect of Yahoo! Inc. dilutive securities: Restricted stock units 10,638 4,551 12,388 5,155 Stock options and employee stock purchase plan 3,512 1,561 4,481 1,292 Denominator for diluted calculation 1,007,693 946,934 1,017,935 944,160 Net income attributable to Yahoo! Inc. common stockholders per share — diluted $ 6.70 $ 0.08 $ 7.18 $ 0.08 |
Investments In Equity Interests
Investments In Equity Interests Using The Equity Method Of Accounting | 9 Months Ended |
Sep. 30, 2015 | |
Investments In Equity Interests Using The Equity Method Of Accounting | Note 8 Investments In Equity Interests Using The Equity Method Of Accounting The following table summarizes the Company’s investments in equity interests using the equity method of accounting (dollars in thousands): December 31, Percent September 30, Percent 2014 Ownership 2015 Ownership Yahoo Japan $ 2,482,660 35.5% $ 2,326,486 35.5% Other 6,918 20% 6,577 20% Total $ 2,489,578 $ 2,333,063 Equity Investment in Yahoo Japan The investment in Yahoo Japan Corporation (“Yahoo Japan”) is accounted for using the equity method and the total investment, including net tangible assets, identifiable intangible assets, and goodwill, is classified as part of the investments in equity interests balance on the Company’s condensed consolidated balance sheets. The Company records its share of the results of Yahoo Japan, and any related amortization expense, one quarter in arrears within earnings in equity interests in the condensed consolidated statements of operations. The Company makes adjustments to the earnings in equity interests line in the condensed consolidated statements of operations for any material differences between U.S. GAAP and International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board, the standards by which Yahoo Japan’s financial statements are prepared. The fair value of the Company’s ownership interest in the common stock of Yahoo Japan, based on the quoted stock price, was approximately $7.7 billion as of September 30, 2015. During the nine months ended September 30, 2014 and 2015, the Company received cash dividends from Yahoo Japan in the amount of $84 million and $142 million, net of withholding taxes, respectively, which were recorded as reductions to the Company’s investment in Yahoo Japan. During the nine months ended September 30, 2014, the Company sold data center assets and assigned a data center lease to Yahoo Japan for cash proceeds of $11 million and recorded a net gain of approximately $5 million. The following tables present summarized financial information derived from Yahoo Japan’s consolidated financial statements, which are prepared on the basis of IFRS. The Company has made adjustments to the Yahoo Japan financial information to address differences between IFRS and U.S. GAAP that materially impact the summarized financial information below. Apart from such adjustments, the other differences between U.S. GAAP and IFRS did not have any material impact on the Yahoo Japan summarized financial information presented below. Three Months Ended Nine Months Ended June 30, June 30, June 30, June 30, 2014 2015 2014 2015 (in thousands) Operating data: Revenue $ 963,796 $ 911,735 $ 3,050,516 $ 2,840,393 Gross profit $ 761,802 $ 712,561 $ 2,466,986 $ 2,254,511 Income from operations $ 485,164 $ 402,865 $ 1,452,551 $ 1,266,084 Net income $ 321,534 $ 274,567 $ 942,675 $ 836,081 Net income attributable to Yahoo Japan $ 318,571 $ 273,636 $ 934,098 $ 832,611 September 30, June 30, 2014 2015 (in thousands) Balance sheet data: Current assets $ 6,161,126 $ 5,729,119 Long-term assets $ 1,908,379 $ 2,198,578 Current liabilities $ 1,948,540 $ 1,800,500 Long-term liabilities $ 35,418 $ 239,240 Noncontrolling interests $ 66,998 $ 163,216 Under technology and trademark license and other commercial arrangements with Yahoo Japan, the Company records revenue from Yahoo Japan based on a percentage of advertising revenue earned by Yahoo Japan. The Company recorded revenue from Yahoo Japan of approximately $66 million and $57 million for the three months ended September 30, 2014 and 2015, respectively, and approximately $197 million and $172 million for the nine months ended September 30, 2014 and 2015, respectively. The revenue from Yahoo Japan for the three and nine months ended September 30, 2015 was impacted by unfavorable foreign exchange fluctuations of $6 million and $17 million, respectively, using the foreign currency exchange rates from the three and nine months ended September 30, 2014. As of December 31, 2014 and September 30, 2015, the Company had receivable balances from Yahoo Japan of approximately $47 million and $38 million, respectively. Alibaba Group Equity Investment in Alibaba Group . Prior to the closing of the Alibaba Group IPO in September 2014, the Company’s investment in Alibaba Group was accounted for using the equity method, and the total investment, including net tangible assets, identifiable intangible assets, and goodwill, was classified as part of investments in equity interests balance on the Company’s condensed consolidated balance sheets. Prior to the Alibaba Group IPO, the Company recorded its share of the results of Alibaba Group one quarter in arrears within earnings in equity interests in the condensed consolidated statements of operations, including any related tax impacts related to the earnings in equity interest. Technology and Intellectual Property License Agreement (the “TIPLA”). As a result of the Alibaba Group IPO, Alibaba Group’s obligation to make royalty payments under the TIPLA ceased on September 24, 2014 and the Company’s recognition of the remaining TIPLA deferred revenue was completed on September 18, 2015. For the three months ended September 30, 2014 and 2015, the Company recognized approximately $74 million and $60 million, respectively, and for the nine months ended September 30, 2014 and 2015, the Company recognized approximately $205 million and $199 million, respectively, related to the TIPLA. Spin-Off of Remaining Holdings in Alibaba Group. On January 27, 2015, the Company announced a plan for a spin-off of all of the Company’s remaining holdings in Alibaba Group into a newly formed independent registered investment company. The name selected for the new company is Aabaco Holdings, Inc. (“Aabaco”). The stock of Aabaco will be distributed pro rata to Yahoo stockholders, resulting in Aabaco becoming a separate publicly traded registered investment company. On July 17, 2015, Aabaco filed its initial Registration Statement on Form N-2 with the U.S. Securities and Exchange Commission (“SEC”), which it subsequently amended on September 28, 2015. Following the completion of the transaction, Aabaco will own, directly or indirectly, all of Yahoo’s remaining 384 million Alibaba Group ordinary shares (the “Alibaba Group shares”) and a 100 percent ownership interest in Aabaco Small Business, LLC (“ASB”), a newly formed entity which will own Yahoo Small Business, a current operating business of Yahoo that will also be transferred to Aabaco as part of the transaction. The spin-off transaction is subject to certain conditions, including final approval by the Company’s Board, receipt of a legal opinion from Skadden, Arps, Slate, Meagher & Flom LLP with respect to certain tax matters, including the qualification of the spin-off as a tax-free transaction under the Internal Revenue Code of 1986, as amended, the registration of Aabaco’s common stock under the Securities Exchange Act of 1934, the acceptance of Aabaco’s common stock for listing on the Nasdaq Global Select Market, and certain other conditions. In addition, in connection with the spin-off transaction, the Company will be required to comply with applicable covenants in certain material contracts, including compliance with applicable covenants in the indenture governing the Notes. Each of the conditions may be waived, in whole or in part (to the extent permitted by applicable law), by the Company in its sole and absolute discretion. The Company has reserved the right, in its sole and absolute discretion, to abandon or modify the terms of the transaction at any time prior to the distribution date, even if the conditions to the transaction have been satisfied. The completion of the transaction is expected to occur prior to the end of January 2016, subject to the conditions described above. The composition of Aabaco’s independent board of directors and management team, and other details of the transaction, including the distribution ratio, will be determined prior to the completion of the transaction. Upon completion of the transaction, which is subject to the satisfaction or waiver of the conditions specified above, the Company’s consolidated financial position will be materially impacted as the Alibaba Group shares and related deferred tax liabilities will be removed from the Company’s condensed consolidated balance sheet. The Company would no longer hold any Alibaba Group shares and would no longer record changes in fair value within comprehensive income (loss). |
Foreign Currency Derivative Fin
Foreign Currency Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Foreign Currency Derivative Financial Instruments | Note 9 Foreign Currency Derivative Financial Instruments The Company uses derivative financial instruments, primarily forward contracts and option contracts, to mitigate risk associated with adverse movements in foreign currency exchange rates. The Company records all derivatives in the condensed consolidated balance sheets at fair value, with assets included in prepaid expenses and other current assets or other long-term assets and investments, and liabilities included in accrued expenses and other current liabilities or other long-term liabilities. The Company’s accounting treatment for these instruments is based on whether or not the instruments are designated as a hedging instrument. The effective portions of net investment hedges are recorded in other comprehensive income as a part of the cumulative translation adjustment. The effective portions of cash flow hedges are recorded in accumulated other comprehensive income until the hedged item is recognized in revenue on the condensed consolidated statements of operations when the underlying hedged revenue is recognized. Any ineffective portions of net investment hedges and cash flow hedges are recorded in other income (expense), net on the Company’s condensed consolidated statements of operations. For balance sheet hedges, changes in the fair value are recorded in other income (expense), net on the Company’s condensed consolidated statements of operations. The Company enters into master netting arrangements, which are designed to reduce credit risk by permitting net settlement of foreign exchange contracts with the same counterparty, subject to applicable requirements. The Company presents its derivative assets and liabilities at their gross fair values on the condensed consolidated balance sheets. The Company is not required to pledge, and is not entitled to receive, cash collateral related to these derivative transactions. Designated as Hedging Instruments Net Investment Hedges. The Company currently hedges, on an after-tax basis, a portion of its net investment in Yahoo Japan with forward contracts and option contracts to reduce the risk that its investment in Yahoo Japan will be adversely affected by foreign currency exchange rate fluctuations. The total of the after-tax net investment hedge was less than the Yahoo Japan investment balance as of both December 31, 2014 and September 30, 2015. As such, the net investment hedge was considered to be effective. Cash Flow Hedges. The Company entered into foreign currency forward contracts designated as cash flow hedges of varying maturities through December 31, 2016. All of the forward contracts designated as cash flow hedges that were settled were reclassified to revenue during the three and nine months ended September 30, 2014 and 2015, respectively. All current outstanding cash flow hedges are expected to be reclassified into revenue during fiscal years 2015 and 2016. For the three and nine months ended September 30, 2014 and 2015, the amounts recorded in other income (expense), net as a result of hedge ineffectiveness was not material. Not Designated as Hedging Instruments Balance Sheet Hedges. The Company hedges certain of its net recognized foreign currency assets and liabilities with foreign exchange forward contracts to reduce the risk that its earnings and cash flows will be adversely affected by changes in foreign currency exchange rates. These derivative instruments hedge assets and liabilities, including intercompany transactions, which are denominated in foreign currencies. Notional amounts of the Company’s outstanding derivative contracts were as follows (in millions): December 31, September 30, 2014 2015 Derivatives designated as hedging instruments: Net investment hedge forward and option contracts $ 1,647 $ 1,502 Cash flow hedge forwards $ 222 $ 122 Derivatives not designated as hedging instruments: Balance sheet hedges $ 243 $ 257 Foreign currency derivative activity for the nine months ended September 30, 2014 was as follows (in millions): Beginning Settlement Gain (Loss) Gain (Loss) Gain Ending Fair Derivatives designated as hedging instruments: Net investment hedges $ 209 $ (178 ) $ - $ 78 (*) $ - $ 109 Cash flow hedges $ 4 $ (2 ) $ (1 ) $ (1) $ 4 $ 4 Derivatives not designated as hedging instruments: Balance sheet hedges $ - $ (1 ) $ 11 $ - $ - $ 10 (*) This amount does not reflect the tax impact of $29 million recorded during the nine months ended September 30, 2014. The $49 million after tax impact of the loss recorded within other comprehensive income was included in accumulated other comprehensive income on the Company’s condensed consolidated balance sheets as of September 30, 2014. Foreign currency derivative activity for the nine months ended September 30, 2015 was as follows (in millions): Beginning Fair Value Settlement Payment (Receipt) Gain (Loss) Recorded in Other Income (Expense), Net Gain (Loss) Recorded in Other Comprehensive Income (Loss) Gain (Loss) Recorded in Revenue Ending Fair Value Derivatives designated as hedging instruments: Net investment hedges $ 185 $ (92 ) $ 1 $ 7 (*) $ - $ 101 Cash flow hedges $ 8 $ (1 ) $ (1 ) $ (3) $ (2 ) $ 1 Derivatives not designated as hedging instruments: Balance sheet hedges $ 4 $ (22 ) $ 17 $ - $ - $ (1 ) (*) This amount does not reflect the tax impact of $3 million recorded during the nine months ended September 30, 2015. The $4 million after tax impact of the gain recorded within other comprehensive income was included in accumulated other comprehensive income on the Company’s condensed consolidated balance sheets. Foreign currency derivative contracts balance sheet location and ending fair value was as follows (in millions): Balance Sheet December 31, September 30, Location 2014 2015 Derivatives designated as hedging instruments: Net investment hedges Asset (1) $ 190 $ 107 Liability (2) $ (5) $ (6) Cash flow hedges Asset (1) $ 8 $ 2 Liability (2) $ - $ (1) Derivatives not designated as hedging instruments: Balance sheet hedges Asset (1) $ 5 $ 2 Liability (2) $ (1) $ (3) (1) Included in prepaid expenses and other current assets or other long-term assets and investments on the condensed consolidated balance sheets. (2) Included in accrued expenses and other current liabilities or other long-term liabilities on the condensed consolidated balance sheets. |
Credit Agreement
Credit Agreement | 9 Months Ended |
Sep. 30, 2015 | |
Credit Agreement | Note 10 Credit Agreement The Company’s credit agreement with Citibank, N.A., as Administrative Agent entered into on October 19, 2012 (as amended on October 10, 2013, October 9, 2014, and July 24, 2015, the “Credit Agreement”) provides for a $750 million unsecured revolving credit facility, subject to increase of up to $250 million in accordance with its terms. The Credit Agreement terminates on July 22, 2016, unless extended by the parties. As of September 30, 2015, the Company was in compliance with the financial covenants in the Credit Agreement and no amounts were outstanding. |
Convertible Notes
Convertible Notes | 9 Months Ended |
Sep. 30, 2015 | |
Convertible Notes | Note 11 Convertible Notes 0.00% Convertible Senior Notes As of September 30, 2015, the Company had $1.4 billion principal amount of Notes outstanding. The Notes are senior unsecured obligations of Yahoo, the Notes do not bear regular interest, and the principal amount of the Notes does not accrete. The Notes mature on December 1, 2018, unless previously purchased or converted in accordance with their terms prior to such date. The Company may not redeem the Notes prior to maturity. However, holders of the Notes may convert them at certain times and upon the occurrence of certain events in the future, as outlined in the indenture governing the Notes (the “Indenture”). Holders of the Notes who convert in connection with a “make-whole fundamental change,” as defined in the Indenture, may require Yahoo to purchase for cash all or any portion of their Notes at a purchase price equal to 100 percent of the principal amount, plus accrued and unpaid special interest as defined in the Indenture, if any. The Notes are convertible, subject to certain conditions, into shares of Yahoo common stock at an initial conversion rate of 18.7161 shares per $1,000 principal amount of Notes (which is equivalent to an initial conversion price of approximately $53.43 per share), subject to adjustment upon the occurrence of certain events. Upon conversion of the Notes, holders will receive cash, shares of Yahoo’s common stock or a combination thereof, at Yahoo’s election. The Company’s intent is to settle the principal amount of the Notes in cash upon conversion. If the conversion value exceeds the principal amount, the Company would deliver shares of its common stock with respect to the remainder of its conversion obligation in excess of the aggregate principal amount (conversion spread). As of September 30, 2015, none of the conditions allowing holders of the Notes to convert had been met. The Notes consist of the following (in thousands): December 31, September 30, Liability component: Principal $ 1,437,500 $ 1,437,500 Less: note discount (267,077) (220,092) Net carrying amount $ 1,170,423 $ 1,217,408 Equity component (*) $ 305,569 $ 305,569 (*) Recorded on the condensed consolidated balance sheets within additional paid-in capital. The following table sets forth total interest expense recognized related to the Notes (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Accretion of convertible note discount $ 15,056 $ 15,867 $ 44,583 $ 46,984 The estimated fair value of the Notes, which was determined based on inputs that are observable in the market (Level 2) was as follows (in thousands): December 31, 2014 September 30, 2015 Fair Value Carrying Value Fair Value Carrying Value Convertible senior notes $ 1,175,240 $ 1,170,423 $ 1,248,922 $ 1,217,408 |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies | Note 12 Commitments And Contingencies Lease Commitments . The Company leases office space and data centers under operating and capital lease agreements with original lease periods of up to 15 years which expire between 2015 and 2025. A summary of gross and net lease commitments as of September 30, 2015 was as follows (in millions): Gross Sublease Net Operating Three months ending December 31, 2015 $ 29 $ (4) $ 25 Years ending December 31, 2016 $ 107 $ (12) $ 95 2017 $ 80 $ (9) $ 71 2018 $ 56 $ (7) $ 49 2019 $ 45 $ (5) $ 40 2020 $ 31 $ (2) $ 29 Due after 5 years $ 84 $ (4) $ 80 Total gross and net lease commitments $ 432 $ (43) $ 389 Capital Lease Three months ending December 31, 2015 $ 6 Years ending December 31, 2016 15 2017 10 2018 9 2019 5 2020 - Due after 5 years - Gross capital lease commitments 45 Less: interest 8 Net capital lease commitments included in other accrued expenses and current liabilities and other long-term liabilities $ 37 Affiliate Commitments . The Company is obligated to make payments, which represent TAC, to its Affiliates. As of September 30, 2015, these commitments totaled $1,682 million, of which $100 million will be payable in the remainder of 2015, $401 million will be payable in 2016, $400 million will be payable in 2017, $375 million will be payable in 2018, $375 million will be payable in 2019, and $31 million will be payable thereafter. Non-cancelable Obligations . The Company is obligated to make payments under various non-cancelable arrangements with vendors and other business partners, principally for marketing, bandwidth, co-location, and content arrangements. As of September 30, 2015, these commitments totaled $191 million, of which $52 million will be payable in the remainder of 2015, $101 million will be payable in 2016, $23 million will be payable in 2017, $13 million will be payable in 2018, and $2 million will be payable in 2019. Intellectual Property Rights . The Company is committed to make certain payments under various intellectual property arrangements of up to $18 million through 2023. Finance Lease Obligations. The Company is deemed to be the owner after occupancy of a certain facility that was constructed as a build-to-suit lease arrangement and previously reflected as accrued expenses and current liabilities on the Company’s condensed consolidated balance sheet. As such, this arrangement is accounted for as a finance lease. As of September 30, 2015, this commitment totaled $18 million, of which less than $1 million will be payable in 2016, $1 million will be payable in 2017, $2 million will be payable in 2018, $2 million will be payable in 2019, $2 million will be payable in 2020, and $10 million will be payable thereafter. Construction Liabilities. The estimated timing and amounts of payments for rent associated with the build-to-suit lease arrangement that has not been placed in service totaled $40 million, of which less than $1 million will be payable in the remainder of 2015, $2 million will be payable in 2016, $3 million will be payable in 2017, $4 million will be payable in 2018, $4 million will be payable in 2019, $4 million will be payable in 2020, and $22 million will be payable thereafter. Other Commitments . In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, joint ventures and business partners, purchasers of assets or subsidiaries and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of agreements or representations and warranties made by the Company, services to be provided by the Company, intellectual property infringement claims made by third parties or, with respect to the sale, lease, or assignment of assets, or the sale of a subsidiary, matters related to the Company’s conduct of the business and tax matters prior to the sale, lease or assignment. In addition, the Company has entered into indemnification agreements with its directors and certain of its officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The Company has also agreed to indemnify certain former officers, directors, and employees of acquired companies in connection with the acquisition of such companies. The Company maintains director and officer insurance, which may cover certain liabilities arising from its obligation to indemnify its current and former directors and officers, and former directors and officers of acquired companies, in certain circumstances. It is not possible to determine the aggregate maximum potential loss under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Such indemnification agreements might not be subject to maximum loss clauses. Historically, the Company has not incurred material costs as a result of obligations under these agreements and it has not accrued any material liabilities related to such indemnification obligations in the Company’s condensed consolidated financial statements. As of September 30, 2015, the Company did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. Accordingly, the Company is not exposed to any financing, liquidity, market, or credit risk that could arise if the Company had such relationships. In addition, the Company identified no variable interests currently held in entities for which it is the primary beneficiary. Legal Contingencies General. The Company is regularly involved in claims, suits, government investigations, and proceedings arising from the ordinary course of the Company’s business, including actions with respect to intellectual property claims, privacy, consumer protection, information security, data protection or law enforcement matters, tax matters, labor and employment claims, commercial claims, as well as actions involving content generated by users, stockholder derivative actions, purported class action lawsuits, and other matters. Patent Matters. From time to time, third parties assert patent infringement claims against the Company. Currently, the Company is engaged in lawsuits regarding patent issues and has been notified of other potential patent disputes. Stockholder and Securities Matters. Since May 31, 2011, several related stockholder derivative suits were filed in the Santa Clara County Superior Court (“California Derivative Litigation”) and the U.S. District Court for the Northern District of California (“Federal Derivative Litigation”) purportedly on behalf of the Company against certain officers and directors of the Company and third parties. The California Derivative Litigation was filed by plaintiffs Cinotto, Lassoff, Zucker, and Koo, and consolidated under the caption In re Yahoo! Inc. Derivative Shareholder Litigation on June 24, 2011 and September 12, 2011. The Federal Derivative Litigation was filed by plaintiffs Salzman, Tawila, and Iron Workers Mid-South Pension Fund and consolidated under the caption In re Yahoo! Inc. Shareholder Derivative Litigation on October 3, 2011. The plaintiffs allege breaches of fiduciary duties, corporate waste, mismanagement, abuse of control, unjust enrichment, misappropriation of corporate assets, or contribution, and seek damages, equitable relief, disgorgement, and corporate governance changes in connection with Alibaba Group’s restructuring of its subsidiary Alipay.com Co., Ltd. (“Alipay”) and related disclosures. On June 7, 2012, the courts approved stipulations staying the California Derivative Litigation pending resolution of the Federal Derivative Litigation, and deferring the Federal Derivative Litigation pending a ruling on the motion to dismiss filed by the defendants in the related stockholder class actions, which are discussed below. The Federal Derivative Litigation was stayed pending resolution of the appeal filed by the plaintiffs in the related stockholder class actions, which now has concluded as described below. The Company has filed a motion to dismiss the Federal Derivative Litigation. Since June 6, 2011, two purported stockholder class actions were filed in the U.S. District Court for the Northern District of California against the Company and certain officers and directors of the Company by plaintiffs Bonato and the Twin Cities Pipe Trades Pension Trust. In October 2011, the District Court consolidated the two actions under the caption In re Yahoo! Inc. Securities Litigation and appointed the Pension Trust Fund for Operating Engineers as lead plaintiff. In a consolidated amended complaint filed December 15, 2011, the lead plaintiff purported to represent a class of investors who purchased the Company’s common stock between April 19, 2011 and July 29, 2011, and alleged that during that class period, defendants issued statements that were materially false or misleading because they did not disclose information relating to Alibaba Group’s restructuring of Alipay. The complaint purported to assert claims for relief for violation of Section 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and for violation of Rule 10b-5 thereunder, and sought unspecified damages, injunctive and equitable relief, fees, and costs. On August 10, 2012, the District Court granted defendants’ motion to dismiss the consolidated amended complaint. Plaintiffs appealed. On May 15, 2015, the U.S. Court of Appeals for the Ninth Circuit affirmed the dismissal. On April 22, 2015, a stockholder action captioned Cathy Buch v. David Filo, et al. , was filed in the Delaware Court of Chancery against Yahoo and all current members of the Board. The complaint asserts both derivative claims, purportedly on behalf of Yahoo, and class action claims, purportedly on behalf of the plaintiff and all similarly situated stockholders, relating to the termination of, and severance payments made to, our former chief operating officer, Henrique de Castro. The plaintiff alleges that the board members breached their fiduciary duties by enabling or acquiescing in the payment of severance to Mr. de Castro, and by allowing Yahoo to make allegedly false and misleading statements regarding the value of his severance. The plaintiff has also asserted claims against Mr. de Castro. The plaintiff seeks to recoup the severance paid to Mr. de Castro, an equitable accounting, disgorgement in favor of Yahoo, monetary damages, declaratory relief, injunctive relief, and an award of attorneys’ fees and costs. The Company has filed a motion to dismiss the action. Mexico Matters. On November 16, 2011, plaintiffs Worldwide Directories, S.A. de C.V. (“WWD”), and Ideas Interactivas, S.A. de C.V. (“Ideas”) filed an action in the 49th Civil Court of Mexico against the Company, Yahoo! de Mexico, S.A. de C.V. (“Yahoo! Mexico”), Yahoo International Subsidiary Holdings, Inc., and Yahoo Hispanic Americas LLC. The complaint alleged claims of breach of contract, breach of promise, and lost profits in connection with various commercial contracts entered into among the parties between 2002 and 2004, relating to a business listings service, and alleged total damages of approximately $2.75 billion. On December 7, 2011, Yahoo! Mexico filed a counterclaim against WWD for payments of approximately $2.6 million owed to Yahoo! Mexico for services rendered. On April 10, 2012, plaintiffs withdrew their claim filed against Yahoo International Subsidiary Holdings, Inc. and Yahoo Hispanic Americas LLC. On November 28, 2012, the 49th Civil Court of Mexico entered a non-final judgment against the Company and Yahoo! Mexico in the amount of USD $2.75 billion and a non-final judgment in favor of Yahoo! Mexico on its counterclaim against WWD in the amount of $2.6 million. The judgment against the Company and Yahoo! Mexico purported to leave open for determination in future proceedings certain other alleged damages that were not quantified in the judgment. On December 12, 2012 and December 13, 2012, respectively, Yahoo! Mexico and the Company appealed the judgment to a three-magistrate panel of the Superior Court of Justice for the Federal District (the “Superior Court”). On May 15, 2013, the Superior Court reversed the judgment, overturned all monetary awards against the Company and reduced the monetary award against Yahoo! Mexico to $172,500. The Superior Court affirmed the award of $2.6 million in favor of Yahoo! Mexico on its counterclaim. Plaintiffs appealed the Superior Court’s decision to the Mexican Federal Civil Collegiate Court for the First Circuit (“Civil Collegiate Court”). The Company appealed the Superior Court’s decision not to award it statutory costs in the underlying proceeding. Yahoo! Mexico appealed the Superior Court’s award of $172,500, the Superior Court’s decision not to award it additional moneys beyond the $2.6 million award on its counterclaims, and the Superior Court’s decision not to award it statutory costs. On January 14, 2015, the Civil Collegiate Court denied all of the appeals. On February 16, 2015, plaintiffs filed a petition for review by the Supreme Court of Mexico, where review is limited to constitutional questions under Mexican law. The plaintiffs’ petition was denied. Plaintiffs then filed an additional petition seeking to reverse the denial through further review. On September 22, 2015, the Supreme Court of Mexico issued its written decision denying that petition. This decision concludes plaintiffs’ appeals in Mexico. On September 10, 2014, the same plaintiffs in the Mexico litigation described above filed an action in U.S. District Court for the Southern District of New York against Yahoo! Inc., Yahoo! Mexico, Baker & McKenzie, and Baker & McKenzie, S.C. Plaintiffs allege that defendants conspired to influence the Mexican courts and “illegally obtain a favorable judgment” in the above litigation. Plaintiffs advance claims for relief under the Racketeer Influenced and Corrupt Organizations Act of 1970 (“RICO”), which provides for treble damages in certain cases, conspiracy to violate RICO, common-law fraud, and civil conspiracy. Their operative amended complaint seeks unspecified damages. The Company and Yahoo! Mexico have filed a motion to dismiss the amended complaint. The Company believes the plaintiffs’ claims in this action are without merit. The Company has determined, based on current knowledge, that the amount or range of reasonably possible losses, including reasonably possible losses in excess of amounts already accrued, is not reasonably estimable with respect to certain matters described above. The Company has also determined, based on current knowledge, that the aggregate amount or range of losses that are estimable with respect to the Company’s legal proceedings, including the matters described above, other than the remaining Mexico matter, would not have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. Amounts accrued as of September 30, 2015 were not material. The Company did not accrue for the judgment in Mexico, which was reversed as explained above. The ultimate outcome of legal proceedings involves judgments, estimates and inherent uncertainties, and cannot be predicted with certainty. In the event of a determination adverse to Yahoo, its subsidiaries, directors, or officers in these matters, the Company may incur substantial monetary liability, and be required to change its business practices. Either of these events could have a material adverse effect on the Company’s financial position, results of operations, or cash flows. The Company may also incur substantial legal fees, which are expensed as incurred, in defending against these claims. |
Stockholders' Equity And Employ
Stockholders' Equity And Employee Benefits | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity And Employee Benefits | Note 13 Stockholders’ Equity And Employee Benefits Stock Options . The Company’s Stock Plan, the Directors’ Plan, and stock-based awards assumed through acquisitions (including stock-based commitments related to continued service of acquired employees, such as holdbacks by Yahoo of shares of Yahoo common stock issued to founders of acquired companies in connection with certain of the Company’s acquisitions) are collectively referred to as the “Plans.” Stock option activity under the Company’s Plans for the nine months ended September 30, 2015 is summarized as follows (in thousands, except per share amounts): Shares Weighted Average Outstanding at December 31, 2014 (1) 9,225 $ 18.57 Options granted - $ - Options assumed in acquisitions 407 $ 11.89 Options exercised (2) (1,709) $ 16.59 Options expired (579) $ 19.11 Options cancelled/forfeited (313) $ 19.89 Outstanding at September 30, 2015 (1) 7,031 $ 18.56 (1) Includes shares subject to performance-based stock options for which performance goals had not been set as of the date shown. (2) The Company generally issues new shares to satisfy stock option exercises. As of September 30, 2015, there was $31 million of unamortized stock-based compensation expense related to unvested stock options, which is expected to be recognized over a weighted average period of 1.8 years. The fair value of option grants, including assumed options from acquisitions, was determined using the Black-Scholes option pricing model with the following weighted average assumptions: Stock Options Stock Options Stock Options Stock Options Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Expected dividend yield 0.0% 0.0% 0.0% 0.0% Risk-free interest rate 1.1% 0.9% 1.3% 0.9% Expected volatility 32.7% 34.5% 35.8% 34.5% Expected life (in years) 3.30 2.5 3.77 2.5 Restricted Stock Units. Restricted stock unit (“RSU”) activity under the Plans for the nine months ended September 30, 2015 is summarized as follows (in thousands, except per share amounts): Shares Weighted Average Awarded and unvested at December 31, 2014 (1) 40,677 $ 32.38 Granted (2) 14,799 $ 42.37 Assumed in acquisitions - $ - Vested (13,844) $ 28.30 Forfeited (9,918) $ 32.93 Awarded and unvested at September 30, 2015 (1) 31,714 $ 38.66 (1) Includes the maximum number of shares issuable under the Company’s performance-based restricted stock unit awards (including future-year tranches for which performance goals had not been set) as of the date shown. (2) Includes the maximum number of shares issuable under the performance-based restricted stock unit awards granted during the nine months ended September 30, 2015 (including future-year tranches for which performance goals had not been set during the period); excludes tranches of previously granted performance-based restricted stock units for which performance goals were set during the nine months ended September 30, 2015. As of September 30, 2015, there was $764 million of unamortized stock-based compensation expense related to unvested restricted stock units which is expected to be recognized over a weighted average period of 2.4 years. During the nine months ended September 30, 2014 and 2015, 16.0 million shares and 13.8 million shares, respectively, that were subject to previously granted restricted stock units, vested. These vested restricted stock units were net share settled. During the nine months ended September 30, 2014 and 2015, the Company withheld 6.0 million shares and 5.3 million shares, respectively, based upon the Company’s closing stock price on the vesting date, to satisfy the Company’s tax withholding obligation relating to the employees’ minimum statutory obligation for the applicable income and other employment taxes. The Company then remitted cash to the appropriate taxing authorities. Total payments for the employees’ tax obligations to the relevant taxing authorities were $226 million and $216 million, respectively, for the nine months ended September 30, 2014 and 2015 and are reflected as a financing activity within the condensed consolidated statements of cash flows. The payments were used for tax withholdings related to the net share settlements of restricted stock units. The payments had the effect of share repurchases by the Company as they reduced the number of shares that would have otherwise been issued on the vesting date and were recorded as a reduction of additional paid-in capital. Performance Options . The financial performance stock options awarded by the Company in November 2012 to Ms. Mayer and Mr. Goldman include multiple performance periods. The number of stock options that ultimately vest for each performance period will range from 0 percent to 100 percent of the target amount for such period stated in each executive’s award agreement based on the Company’s performance relative to goals. The financial performance goals are established at the beginning of each performance period and the portion (or “tranche”) of the award related to each performance period is treated as a separate grant for accounting purposes. In March 2015, the Compensation Committee established performance goals under these stock options for the 2015 performance year. The 2015 financial performance metrics (and their weightings) under the performance stock options are GAAP revenue (one-third), revenue ex-TAC (one-third), and adjusted EBITDA (one-third). The grant date fair value of the 2015 tranche of the November 2012 financial performance stock options was $31 million, and is being recognized over the twelve-month service period. The Company began recording stock-based compensation expense for this tranche in March 2015, when the financial performance goals were established. Performance RSUs . In March 2015, the Compensation Committee approved additional annual financial performance-based RSU awards to Ms. Mayer and other senior officers, and established the 2015 annual performance goals for these awards as well as for the similar performance-based RSUs granted in February 2013 and February 2014. The 2013, 2014, and 2015 performance-based RSU awards are generally eligible to vest in equal annual target amounts over four years (three years for Ms. Mayer) based on the Company’s attainment of annual financial performance goals as well as the executive’s continued employment through each vesting date. The number of shares that ultimately vest each year will range from 0 percent to 200 percent of the annual target amount, based on the Company’s performance. Annual financial performance metrics and goals are established for these RSU awards at the beginning of each year and the tranche of each RSU award related to that year’s performance goal is treated as a separate annual grant for accounting purposes. The 2015 financial performance metrics (and their weightings) established for the performance RSUs are: GAAP revenue (one-third), revenue ex-TAC (one-third), and adjusted EBITDA (one-third). The grant date fair value of the first tranche of the March 2015 performance RSUs was $9 million, the grant date fair value of the second tranche of the February 2014 performance RSUs was $11 million, and the grant date fair value of the third tranche of the February 2013 performance RSUs was $19 million. These values are being recognized over the tranches’ twelve-month service periods. The Company began recording stock-based compensation expense for these tranches in March 2015, when the financial performance goals were established. Stock Repurchases . In November 2013, the Board authorized a stock repurchase program with an authorized level of $5 billion. The November 2013 program, according to its terms, will expire in December 2016. The aggregate amount available under the November 2013 repurchase program was approximately $726 million at September 30, 2015. In March 2015, the Board authorized an additional stock repurchase program with an authorized level of $2 billion. The March 2015 program, according to its terms, will expire in March 2018. The aggregate amount available under the March 2015 repurchase program was $2 billion at September 30, 2015. Repurchases under the repurchase programs may take place in the open market or in privately negotiated transactions, including structured and derivative transactions such as accelerated share repurchase transactions, and may be made under a Rule 10b5-1 plan. During the nine months ended September 30, 2015, the Company repurchased approximately 4 million shares of its common stock under its November 2013 program at an average price of $47.65 per share for a total of $204 million. |
Restructuring Charges, Net
Restructuring Charges, Net | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring Charges, Net | Note 14 Restructuring Charges, Net Restructuring charges, net was comprised of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Employee severance pay and related costs $ 4,086 $ 16,597 $ 7,759 $ 67,746 Non-cancelable lease, contract termination, and other charges 4,545 11,103 72,983 33,123 Reversals of previous charges (161) (2,590) (3,133) (6,611) Non-cash accelerations of stock-based compensation expense - - - 2,705 Other non-cash charges (credits) - 902 (7,031) (31) Restructuring charges, net $ 8,470 $ 26,012 $ 70,578 $ 96,932 The Company has implemented various restructuring plans to reduce its cost structure, align resources with its product strategy and improve efficiency, which have resulted in workforce reductions and the consolidation of certain real estate facilities and data centers. For the three months ended September 30, 2014, the Company recorded expense of $4 million, $1 million and $3 million related to the Americas, EMEA, and Asia Pacific segments, respectively. For the nine months ended September 30, 2014, the Company recorded expense of $59 million, $8 million and $4 million related to the Americas, EMEA, and Asia Pacific segments, respectively. For the three months ended September 30, 2015, the Company recorded expense of $9 million and $17 million related to the Americas and EMEA segments, respectively. For the nine months ended September 30, 2015, the Company recorded expense of $62 million, $31 million, and $4 million related to the Americas, EMEA, and Asia Pacific segments, respectively. The Company’s restructuring accrual activity for the nine months ended September 30, 2015 is summarized as follows (in thousands): Accrual balance as of December 31, 2014 $ 83,608 Restructuring charges 96,932 Cash paid (102,657) Non-cash accelerations of stock-based compensation expense (2,705) Foreign currency translation and other adjustments (910) Accrual balance as of September 30, 2015 $ 74,268 The $74 million restructuring liability as of September 30, 2015 consisted of $19 million for employee severance pay expenses, which the Company expects to pay out by the end of the second quarter of 2017, and $55 million relating to non-cancelable lease costs, which the Company expects to pay over the terms of the related obligations through the fourth quarter of 2025, less estimated sublease income. The restructuring accrual by reportable segment consisted of the following (in thousands): December 31, September 30, Americas $ 65,949 $ 51,891 EMEA 16,797 22,372 Asia Pacific 862 5 Total restructuring accruals $ 83,608 $ 74,268 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Taxes | Note 15 Income Taxes The Company’s effective tax rate is the result of the mix of income earned and losses incurred in various tax jurisdictions that apply a broad range of income tax rates. Historically, the Company’s provision for income taxes has differed from the tax computed at the U.S. federal statutory income tax rate due to state taxes, the effect of non-U.S. operations, non-deductible stock-based compensation expense, non-deductible acquisition-related costs, and adjustments to unrecognized tax benefits. The Company recorded income tax expense of $4 billion and income tax benefit of $93 million for the three months ended September 30, 2014 and 2015. The Company recorded income tax expense of $4 billion and income tax benefit of $76 million for the nine months ended September 30, 2014 and 2015. The income tax expense for the three and nine months ended September 30, 2014 was primarily associated with the Company’s taxable gain from the sale of 140 million ADSs in the Alibaba Group IPO on September 24, 2014. The income tax benefit for the same periods in 2015 was primarily a result of the Company’s loss before income taxes and earnings in equity interests. On July 27, 2015, the United States Tax Court issued an opinion in Altera Corp. et al. v. Commissioner , which invalidated the 2003 final Treasury rule that requires participants in qualified cost-sharing arrangements to share stock-based compensation costs. Based on the decision of the Tax Court, the Company could be entitled to a future income tax benefit by excluding stock-based compensation costs from its cost sharing with affiliated entities for the period of time that the Company had the cost-sharing structure in place. However, there is uncertainty related to the IRS response to the Tax Court opinion, the final resolution of this issue, and the potential favorable benefits to the Company. The Company will continue to monitor developments related to this opinion and the potential impact of those developments on its current and prior fiscal years. As of September 30, 2015, the Company does not anticipate repatriating its undistributed foreign earnings of approximately $3.2 billion. Those earnings are principally related to its equity method investment in Yahoo Japan. If those earnings were to be repatriated in the future, the Company may be subject to additional U.S. income taxes (subject to an adjustment for foreign tax credits). It is not practicable to determine the income tax liability that might be incurred if these earnings were to be repatriated. The Company’s gross amount of unrecognized tax benefits as of September 30, 2015 was $1.1 billion, of which $1.0 billion is recorded on the condensed consolidated balance sheets. The gross unrecognized tax benefits as of September 30, 2015 increased by $30 million from the recorded balance as of December 31, 2014. The majority of the increase related to transfer prices among entities in different tax jurisdictions. The Company is in various stages of examination and appeal in connection with its taxes both in the U.S. and in foreign jurisdictions. Those audits generally span tax years 2005 through 2013. As of September 30, 2015, the Company’s 2011 through 2013 U.S. federal income tax returns are currently under examination. The Company has protested the proposed California Franchise Tax Board’s adjustments to the 2005 through 2008 returns, but no conclusions have been reached to date. It is difficult to determine when the examinations will be settled or their final outcomes, certain audits in various jurisdictions are expected to be resolved in the foreseeable future. The Company believes that it has adequately provided for any reasonably foreseeable adjustment to its tax returns and that any settlement will not have a material adverse effect on its consolidated financial position, results of operations, or cash flows. It is reasonably possible that the Company’s unrecognized tax benefits could be reduced by up to approximately $152 million in the next twelve months. In the three months ended March 31, 2015, we satisfied the $3.3 billion income tax liability related to the sale by Yahoo! Hong Kong Holdings Limited, our wholly-owned subsidiary, of Alibaba Group ADSs in the Alibaba Group IPO on September 24, 2014. As of September 30, 2015, the Company accrued deferred tax liabilities of $9.1 billion associated with the Alibaba Group shares retained by the Company. Such deferred tax liabilities will be subject to periodic adjustments due to changes in the fair value of the Alibaba Group shares. These deferred tax liabilities will become obligations of Aabaco upon completion of the planned spin-off transaction. The Company may have additional tax liabilities in China related to the sale to Alibaba Group of 523 million Alibaba Group shares that took place during the year ended December 31, 2012 and related to the sale of the 140 million Alibaba Group ADSs sold in the Alibaba Group IPO that took place during the year ended December 31, 2014. Any taxes assessed and paid in China are expected to be ultimately offset and recovered in the U.S. through the use of foreign tax credits. Tax authorities from the Brazilian State of Sao Paulo have assessed certain indirect taxes against the Company’s Brazilian subsidiary, Yahoo! do Brasil Internet Ltda., related to online advertising services. The assessment is for calendar years 2008 through 2011 and, translated into U.S. dollars as of September 30, 2015, totals approximately $86 million. The Company currently believes the assessment is without merit. The Company believes the risk of loss is remote and has not recorded an accrual for the assessment. |
Segments
Segments | 9 Months Ended |
Sep. 30, 2015 | |
Segments | Note 16 Segments The Company continues to manage its business geographically. The primary areas of measurement and decision-making are Americas, EMEA (Europe, Middle East, and Africa), and Asia Pacific. Management relies on an internal reporting process that provides revenue, revenue ex-TAC (which is defined as revenue less cost of revenue – TAC), direct costs excluding TAC by segment, and consolidated income (loss) from operations for making decisions related to the evaluation of the financial performance of, and allocating resources to, the Company’s segments. The following tables present summarized information by segment (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Revenue by segment: Americas $ 873,306 $ 987,374 $ 2,545,769 $ 2,964,305 EMEA 89,058 79,614 278,475 246,530 Asia Pacific 185,776 158,685 540,817 484,073 Total Revenue $ 1,148,140 $ 1,225,673 $ 3,365,061 $ 3,694,908 TAC by segment: Americas $ 42,607 $ 201,855 $ 106,997 $ 549,332 EMEA 7,980 12,745 27,385 37,399 Asia Pacific 3,593 8,629 9,533 19,867 Total TAC $ 54,180 $ 223,229 $ 143,915 $ 606,598 Revenue ex-TAC by segment: Americas $ 830,699 $ 785,519 $ 2,438,772 $ 2,414,973 EMEA 81,078 66,869 251,090 209,131 Asia Pacific 182,183 150,056 531,284 464,206 Total Revenue ex-TAC 1,093,960 1,002,444 3,221,146 3,088,310 Direct costs by segment (1) Americas 66,516 84,582 213,000 240,406 EMEA 23,166 23,196 66,505 63,947 Asia Pacific 53,954 47,214 148,921 149,764 Global operating costs (2) 646,042 603,215 1,903,194 1,916,240 Gain on sales of patents (1,300) - (62,800) (11,100) Asset impairment charge - 41,699 - 41,699 Restructuring charges, net 8,470 26,012 70,578 96,932 Depreciation and amortization 149,144 152,412 453,538 457,630 Stock-based compensation expense 105,796 110,426 317,422 351,252 Income (loss) from operations $ 42,172 $ (86,312) $ 110,788 $ (218,460) (1) Direct costs for each segment include costs associated with the local sales teams and other cost of revenue. Prior to the fourth quarter of 2014, marketing, media, costs associated with Yahoo Properties and ad operation costs were managed locally and included as direct costs for each segment. Such costs are now included in global operating costs. Prior period amounts have been revised to conform to the current presentation. (2) Global operating costs include product development, marketing, real estate workplace, general and administrative, and other corporate expenses that are managed on a global basis and that are not directly attributable to any particular segment. Beginning in the fourth quarter of 2014, marketing, media, costs associated with Yahoo Properties and other ad operation costs are managed globally and included as global costs. Prior period amounts have been revised to conform to the current presentation. Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Capital expenditures, net: Americas $ 105,437 $ 139,796 $ 269,754 $ 401,984 EMEA 3,034 4,616 22,070 19,265 Asia Pacific 3,783 5,969 12,443 19,495 Total capital expenditures, net $ 112,254 $ 150,381 $ 304,267 $ 440,744 December 31, September 30, 2014 2015 Property and equipment, net: Americas: U.S. $ 1,382,597 $ 1,494,905 Other 787 495 Total Americas $ 1,383,384 $ 1,495,400 EMEA 34,649 31,710 Asia Pacific 69,651 63,329 Total property and equipment, net $ 1,487,684 $ 1,590,439 See Note 5 — “Goodwill” and Note 14 — “Restructuring Charges, Net” for additional information regarding segments. Enterprise Wide Disclosures The following table presents revenue for groups of similar services (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Search $ 452,355 $ 509,478 $ 1,325,540 $ 1,562,270 Display 446,980 508,617 1,336,257 1,472,726 Other 248,805 207,578 703,264 659,912 Total revenue $ 1,148,140 $ 1,225,673 $ 3,365,061 $ 3,694,908 Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Revenue: U.S. $ 839,080 $ 958,394 $ 2,444,696 $ 2,887,134 International 309,060 267,279 920,365 807,774 Total revenue $ 1,148,140 $ 1,225,673 $ 3,365,061 $ 3,694,908 Revenue is attributed to individual countries according to the online property that generated the revenue. No single foreign country was material to revenue for the three or nine months ended September 30, 2014 and 2015. |
Search Agreement With Microsoft
Search Agreement With Microsoft Corporation | 9 Months Ended |
Sep. 30, 2015 | |
Search Agreement With Microsoft Corporation | Note 17 Search Agreement With Microsoft Corporation On December 4, 2009, the Company entered into the Search Agreement with Microsoft. On February 18, 2010, the Company received regulatory clearance from both the U.S. Department of Justice and the European Commission and on February 23, 2010 the Company commenced implementation of the Search Agreement on a market-by-market basis. On April 15, 2015, the Company and Microsoft entered into the Eleventh Amendment to the Search Agreement (the “Eleventh Amendment”) pursuant to which the terms of the Search Agreement were amended. Previously under the Search Agreement, Microsoft was the exclusive algorithmic and paid search services provider to Yahoo on personal computers for Yahoo Properties and for search services provided by Yahoo to Affiliate sites. Microsoft was the non-exclusive provider on mobile devices. Pursuant to the Eleventh Amendment, Microsoft will provide such services on a non-exclusive basis for Yahoo Properties and Affiliate sites on all devices. Commencing on May 1, 2015, Yahoo agrees to request paid search results from Microsoft for 51 percent of its search queries originating from personal computers accessing Yahoo Properties and its Affiliate sites (the “Volume Commitment”) and will display only Microsoft’s paid search results on such search result pages. Previously under the Search Agreement, the Company was entitled to receive a percentage of the revenue (the “Revenue Share Rate”) generated from Microsoft’s services on Yahoo Properties and on Affiliate sites after deduction of the Affiliate sites’ share of revenue and certain Microsoft costs. The Revenue Share Rate was 88 percent for the first five years of the Search Agreement and then increased to 90 percent on February 23, 2015. Pursuant to the Eleventh Amendment, the Revenue Share Rate increased to 93 percent, but Microsoft now receives its 7 percent revenue share before deduction of the Affiliate site’s share of revenue. The Affiliate site’s share of revenue is deducted from the Company’s 93 percent Revenue Share Rate. Additionally, pursuant to the Eleventh Amendment, The Company has the ability in response to queries on both personal computers and mobile devices to request algorithmic listings only, paid listings only or both algorithmic and paid listings from Microsoft. To the extent the Company requests algorithmic listings only or requests paid listings but elects not to display such paid listings, the Company pays Microsoft serving costs but not a revenue share. In other cases and with respect to the Volume Commitment, the Revenue Share Rate applies. Previously under the Search Agreement, Yahoo had sales exclusivity for both the Company’s and Microsoft’s premium advertisers. Pursuant to the Eleventh Amendment to the Search Agreement, this sales exclusivity terminated on July 1, 2015. The Company and Microsoft have commenced transitioning premium advertisers for Microsoft’s paid search services to Microsoft on a market-by-market basis. The Eleventh Amendment requires this transition to be completed by January 31, 2016. The term of the Search Agreement is 10 years from its commencement date, February 23, 2010, subject to earlier termination as provided in the Search Agreement. As of October 1, 2015, either the Company or Microsoft may terminate the Search Agreement by delivering a written notice of termination to the other party. The Search Agreement will remain in effect for four months from the date of the termination notice to provide for a transition period; however, the Company’s Volume Commitment will not apply in the third and fourth months of this transition period. The Company currently reports as revenue the revenue share it receives from Microsoft under the Search Agreement as the Company is not the primary obligor in the arrangement with the advertisers and publishers as the underlying search advertising services are provided by Microsoft. Approximately 36 percent and 33 percent of the Company’s revenue for the three months ended September 30, 2014 and 2015, respectively, and approximately 36 percent of the Company’s revenue for both the nine months ended September 30, 2014 and 2015 was attributable to the Search Agreement. As of December 31, 2014 and September 30, 2015, the Company had collected total amounts of $52 million and nil, respectively, on behalf of Microsoft and Microsoft’s affiliates, which was included in cash and cash equivalents with a corresponding liability in accrued expenses and other current liabilities. The Company’s uncollected revenue share in connection with the Search Agreement was $330 million and $280 million, which is included in accounts receivable, net, as of December 31, 2014 and September 30, 2015, respectively. On December 9, 2010, in connection with entering into the Search Agreement, the Company also entered into a License Agreement with Microsoft (as amended, the “License Agreement”). Under the License Agreement, Microsoft acquired an exclusive 10-year license to the Company’s core search technology and has the ability to integrate this technology into its existing Web search platforms. Pursuant to the Eleventh Amendment, the exclusive licenses granted to Microsoft under the License Agreement became non-exclusive. The Company also agreed pursuant to the Eleventh Amendment to license certain sales tools to Microsoft to use solely in connection with Microsoft’s paid search services pursuant to the terms of the License Agreement. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events | Note 18 Subsequent Events Services Agreement. On October 19, 2015, Yahoo and Google Inc. (“Google”), entered into a Google Services Agreement (the “Services Agreement”). The Services Agreement is effective as of October 1, 2015 and expires on December 31, 2018. Pursuant to the Services Agreement, Google will provide Yahoo with search advertisements through Google’s AdSense for Search Service (“AFS”), web algorithmic search services through Google’s Websearch Service, and image search services. The results provided by Google for these services will be available to Yahoo for display on both desktop and mobile platforms. Under the Services Agreement, Yahoo is not obligated to send any minimum number of search queries to Google. The Services Agreement is non-exclusive and expressly permits Yahoo to use any other search advertising services, including its own service, the services of Microsoft, or other third parties. Google will pay Yahoo a percentage of the gross revenues from AFS ads displayed on Yahoo Properties or Affiliate sites. Yahoo will pay Google fees for requests for image search results or web algorithmic search results. The Services Agreement is subject to regulatory review in the U.S. |
The Company And Summary Of Si26
The Company And Summary Of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Basis of Presentation | Basis of Presentation . The condensed consolidated financial statements include the accounts of Yahoo! Inc. and its majority-owned or otherwise controlled subsidiaries. All intercompany accounts and transactions have been eliminated. Investments in entities in which the Company can exercise significant influence, but does not own a majority equity interest or otherwise control, are accounted for using the equity method and are included as investments in equity interests on the condensed consolidated balance sheets. The Company has included the results of operations of acquired companies from the date of the acquisition. At the beginning of 2015, the Company began classifying editorial costs as cost of revenue — other rather than including such costs in sales and marketing expense. To conform to the current period presentation, the Company reclassified $26 million and $63 million, respectively, in certain website editorial costs previously included in sales and marketing expense to cost of revenue — other for the three and nine months ended September 30, 2014. Also, at the beginning of 2015, the Company began classifying non-data center facilities-related costs within general and administrative expense. To conform to the current period presentation, the Company reclassified $14 million and $39 million, respectively, in facilities-related costs previously included in product development expense and $16 million and $46 million, respectively, previously included in sales and marketing expense to general and administrative expense for the three and nine months ended September 30, 2014. During the six months ended June 30, 2015, the Company identified measurement period adjustments of $11 million to previous purchase accounting estimates for acquisitions, which were primarily related to the finalization of tax and other adjustments. These adjustments were immaterial and applied retrospectively to the acquisition dates. Accordingly, the Company’s condensed consolidated balance sheet as of December 31, 2014 has been updated to reflect the effects of the measurement period adjustments. The accompanying unaudited condensed consolidated interim financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for the full year or for any future periods. The preparation of consolidated financial statements in conformity with generally accepted accounting principles (“GAAP”) in the United States (“U.S.”) requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses and the related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates, including those related to revenue, the useful lives of long-lived assets including property and equipment and intangible assets, investment fair values, originally developed content, acquired content, stock-based compensation, goodwill, income taxes, contingencies, and restructuring charges. The Company bases its estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. Actual results may differ from these estimates. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, as amended. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2014 was derived from the Company’s audited financial statements for the year ended December 31, 2014, but does not include all disclosures required by U.S. GAAP. However, the Company believes the disclosures are adequate to make the information presented not misleading. |
Cost of revenue - TAC | Cost of Revenue — TAC . Traffic acquisition costs (“TAC”) consists of payments made to Affiliates and payments made to companies that direct consumer and business traffic to Yahoo Properties. TAC is either recorded as a reduction of revenue or as cost of revenue—TAC. TAC related to the Company’s Search and Advertising Sales Agreement (as amended, the “Search Agreement”) with Microsoft Corporation (“Microsoft”) is recorded as a reduction of revenue. See Note 17 — “Search Agreement With Microsoft Corporation” for a description of the Search Agreement and License Agreement with Microsoft. The Company also has an agreement to compensate a third party, Mozilla Corporation (“Mozilla”), to make the Company the default search provider on certain of Mozilla’s products in the United States. The Company records these payments as cost of revenue – TAC. |
Originally Developed Content and Acquired Content | Originally Developed Content and Acquired Content. For originally developed content, the Company performs regular recoverability assessments on a program-by-program basis. If there are any events or changes in circumstances indicating that the Company should assess whether the fair value of originally developed content is less than its unamortized costs, the Company performs a fair value analysis using an expected cash flow approach. The amount by which the unamortized costs of the originally developed content exceed estimated fair value is charged to expense as an asset impairment. During the three and nine months ended September 30, 2015, the Company recorded an asset impairment charge of $17 million related to originally developed content. For acquired content, the Company compares the net realizable value on a program-by-program basis with the unamortized cost. The amount by which the unamortized costs of the acquired content exceed net realizable value is charged to expense as an asset impairment. During the three and nine months ended September 30, 2015, the Company recorded an asset impairment charge of $25 million related to acquired content, primarily driven by a reduction of forecasted revenues to be generated from advertising on Yahoo Properties. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements . In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2014-09, “Revenue from Contracts with Customers,” which supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14, which defers by one year the effective date of ASU 2014-09. Accordingly, this guidance is effective for interim and annual periods beginning after December 15, 2017 with early adoption permitted for interim and annual periods beginning after December 15, 2016. The Company plans to adopt this guidance on January 1, 2018. The Company is currently evaluating the effects, if any, that the adoption of this guidance will have on the Company’s financial position, results of operations and cash flows. In September 2015, the FASB issued ASU 2015-16, “Business Combinations,” which simplifies the accounting for measurement-period adjustments by eliminating the requirement to restate prior period financial statements for measurement period adjustments. The new guidance requires the cumulative impact of measurement period adjustments, including the impact on prior periods, to be recognized in the reporting period in which the adjustment is identified. The ASU is effective for public companies for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for any interim and annual financial statements that have not yet been issued. The Company evaluated the effects of the ASU 2015-16 and elected to early adopt the ASU for the three months ended September 30, 2015. The ASU will be applied prospectively to the acquisitions which require adjustments to the provisional amounts that occurred during the open measurement periods, regardless of the acquisition date. |
Marketable Securities, Invest27
Marketable Securities, Investments And Fair Value Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Schedule of Available for Sale Marketable Securities | The following tables summarize the available-for-sale marketable securities (in thousands): December 31, 2014 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Government and agency securities $ 850,712 $ 82 $ (792) $ 850,002 Corporate debt securities, commercial paper, time deposits, and bank certificates of deposit 6,711,683 612 (4,653) 6,707,642 Alibaba Group equity securities 2,713,484 37,154,305 - 39,867,789 Hortonworks equity securities 26,246 77,783 - 104,029 Other corporate equity securities 230 430 - 660 Total available-for-sale marketable securities $ 10,302,355 $ 37,233,212 $ (5,445) $ 47,530,122 September 30, 2015 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Government and agency securities $ 781,223 $ 453 $ (31) $ 781,645 Corporate debt securities, commercial paper, time deposits, and bank certificates of deposit 4,759,194 1,616 (1,514) 4,759,296 Alibaba Group equity securities 2,713,484 19,905,369 - 22,618,853 Hortonworks equity securities 26,246 57,939 - 84,185 Other corporate equity securities 230 218 - 448 Total available-for-sale marketable securities $ 8,280,377 $ 19,965,595 $ (1,545) $ 28,244,427 |
Schedule of Available for Sale Marketable Securities by Balance Sheet Location | December 31, September 30, 2014 2015 Reported as: Short-term marketable securities 5,327,412 4,600,889 Long-term marketable securities 2,230,892 940,052 Investment in Alibaba Group 39,867,789 22,618,853 Other long-term assets and investments 104,029 84,633 Total $ 47,530,122 $ 28,244,427 |
Schedule of Available for Sale Marketable Securities by Contractual Maturities | The remaining contractual maturities of available-for-sale marketable debt securities were as follows (in thousands): December 31, September 30, 2014 2015 Due within one year $ 5,327,412 $ 4,600,889 Due after one year through five years 2,230,892 940,052 Total available-for-sale marketable debt securities $ 7,558,304 $ 5,540,941 |
Available for Sale Marketable Securities in Unrealized Loss Position | The following tables show all available-for-sale marketable debt securities in an unrealized loss position for which an other-than-temporary impairment has not been recognized and the related gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position (in thousands): December 31, 2014 Less than 12 Months 12 Months or Longer Total Fair Unrealized Fair Unrealized Fair Unrealized Value Loss Value Loss Value Loss Government and agency securities $ 744,948 $ (792) $ - $ - $ 744,948 $ (792) Corporate debt securities, commercial paper, and bank certificates of deposit 2,601,288 (4,646) 3,234 (7) 2,604,522 (4,653) Total available-for-sale marketable debt securities $ 3,346,236 $ (5,438) $ 3,234 $ (7) $ 3,349,470 $ (5,445) September 30, 2015 Less than 12 Months 12 Months or Longer Total Fair Unrealized Fair Unrealized Fair Unrealized Value Loss Value Loss Value Loss Government and agency securities $ 67,270 $ (31) $ - $ - $ 67,270 $ (31) Corporate debt securities, commercial paper, and bank certificates of deposit 1,497,672 (1,513) 2,899 (1) 1,500,571 (1,514) Total available-for-sale marketable debt securities $ 1,564,942 $ (1,544) $ 2,899 $ (1) $ 1,567,841 $ (1,545) |
Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following table sets forth the financial assets and liabilities, measured at fair value, by level within the fair value hierarchy as of December 31, 2014 (in thousands): Fair Value Measurements at Reporting Date Using Assets Level 1 Level 2 Level 3 Total Money market funds (1) $ 373,822 $ - $ - $ 373,822 Available-for-sale marketable debt securities: Government and agency securities (1) - 850,002 - 850,002 Commercial paper and bank certificates of deposit (1) - 3,602,321 - 3,602,321 Corporate debt securities (1) - 3,327,017 - 3,327,017 Time deposits (1) - 1,361,165 - 1,361,165 Available-for-sale equity securities: Other corporate equity securities (2) 660 - - 660 Alibaba Group equity securities 39,867,789 - - 39,867,789 Hortonworks equity securities (2) 104,029 - - 104,029 Hortonworks warrants - - 98,062 98,062 Foreign currency derivative contracts (3) - 202,928 - 202,928 Financial assets at fair value $ 40,346,300 $ 9,343,433 $ 98,062 $ 49,787,795 Liabilities Foreign currency derivative contracts (3) - (6,157) - (6,157) Total financial assets and liabilities at fair value $ 40,346,300 $ 9,337,276 $ 98,062 $ 49,781,638 The following table sets forth the financial assets and liabilities, measured at fair value, by level within the fair value hierarchy as of September 30, 2015 (in thousands): Fair Value Measurements at Reporting Date Using Assets Level 1 Level 2 Level 3 Total Money market funds (1) $ 177,280 $ - $ - $ 177,280 Available-for-sale marketable debt securities: Government and agency securities (1) - 781,645 - 781,645 Commercial paper and bank certificates of deposit (1) - 1,835,483 - 1,835,483 Corporate debt securities (1) - 2,973,809 - 2,973,809 Time deposits (1) - 58,420 - 58,420 Available-for-sale equity securities: Other corporate equity securities (2) 448 - - 448 Alibaba Group equity securities 22,618,853 - - 22,618,853 Hortonworks equity securities (2) 84,185 - - 84,185 Hortonworks warrants - - 78,820 78,820 Foreign currency derivative contracts (3) - 111,080 - 111,080 Financial assets at fair value $ 22,880,766 $ 5,760,437 $ 78,820 $ 28,720,023 Liabilities Foreign currency derivative contracts (3) - (10,287) - (10,287) Total financial assets and liabilities at fair value $ 22,880,766 $ 5,750,150 $ 78,820 $ 28,709,736 (1) The money market funds, government and agency securities, commercial paper and bank certificates of deposit, corporate debt securities, and time deposits are classified as part of either cash and cash equivalents or short or long-term marketable securities on the condensed consolidated balance sheets. (2) The Hortonworks equity securities and other corporate equity securities are classified as part of other long-term assets and investments on the condensed consolidated balance sheets. (3) Foreign currency derivative contracts are classified as part of either other current or noncurrent assets or liabilities on the condensed consolidated balance sheets. The notional amounts of the foreign currency derivative contracts were: $2.1 billion, including contracts designated as net investment hedges of $1.6 billion, as of December 31, 2014; and $1.9 billion, including contracts designated as net investment hedges of $1.5 billion, as of September 30, 2015. |
Consolidated Financial Statem28
Consolidated Financial Statement Details (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accumulated Other Comprehensive Income | The components of accumulated other comprehensive income were as follows (in thousands): December 31, September 30, 2014 2015 Unrealized gains on available-for-sale securities, net of tax $ 22,084,960 $ 11,859,192 Unrealized gains (losses) on cash flow hedges, net of tax 1,856 (1,858) Foreign currency translation, net of tax (67,188) (422,881) Accumulated other comprehensive income $ 22,019,628 $ 11,434,453 |
Noncontrolling Interests | Noncontrolling interests were as follows (in thousands): December 31, September 30, 2014 2015 Beginning noncontrolling interests $ 55,688 $ 43,755 Distributions to noncontrolling interests (22,344) (15,847) Net income attributable to noncontrolling interests 10,411 5,215 Ending noncontrolling interests $ 43,755 $ 33,123 |
Other Income (Expense), Net | Other income (expense), net was as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Interest, dividend and investment income $ 5,148 $ 8,010 $ 16,180 $ 24,888 Interest expense (17,292) (18,411) (51,461) (53,540) Gain on sale of Alibaba Group ADSs 10,319,437 - 10,319,437 - Loss on Hortonworks warrants - (12,782) - (19,241) Foreign exchange losses (2,109) (1,490) (9,048) (21,017) Other 3,747 718 6,781 2,151 Total other income (expense), net $ 10,308,931 $ (23,955) $ 10,281,889 $ (66,759) |
Reclassifications Out of Accumulated Other Comprehensive Income | Reclassifications out of accumulated other comprehensive income for the three months ended September 30, 2014 and 2015 were as follows (in thousands): Three Months Ended September 30, September 30, 2014 2015 Reclassified from Reclassified from Accumulated Accumulated Other Other Comprehensive Comprehensive Affected Line Item in the Income Income Statement of Operations Realized (gains) losses on cash flow hedges, net of tax $ (854) $ 869 Revenue Realized (gains) losses on available-for-sale securities, net of tax (2,044) 72 Other income (expense), net Foreign currency translation adjustments (“CTA”): Disposal of a portion of the investment in Alibaba Group, net of $30 million in tax (50,301) - Other income (expense), net Total reclassifications for the period $ (53,199) $ 941 Reclassifications out of accumulated other comprehensive income for the nine months ended September 30, 2014 and 2015 were as follows (in thousands): Nine Months Ended September 30, September 30, 2014 2015 Reclassified from Reclassified from Accumulated Accumulated Other Other Comprehensive Comprehensive Affected Line Item in the Income Income Statement of Operations Realized (gains) losses on cash flow hedges, net of tax $ (1,594) $ 3,007 Revenue Realized (gains) losses on available-for-sale securities, net of tax (2,165) 74 Other income (expense), net Foreign currency translation adjustments (“CTA”): Disposal of a portion of the investment in Alibaba Group, net of $30 million in tax (50,301) - Other income (expense), net Total reclassifications for the period $ (54,060) $ 3,081 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Flurry, Inc. | |
Allocation of Purchase Price of Assets Acquired And Liabilities Assumed | The allocation of the purchase price of the assets acquired and liabilities assumed based on their estimated fair values was as follows (in thousands): Cash acquired $ 12,139 Other tangible assets acquired 51,235 Amortizable intangible assets: Developed technology 7,100 Customer contracts and related relationships 47,600 Other 720 Goodwill 194,081 Total assets acquired 312,875 Liabilities assumed (43,205) Total $ 269,670 |
Polyvore, Inc. | |
Allocation of Purchase Price of Assets Acquired And Liabilities Assumed | The preliminary allocation of the purchase price of the assets acquired and liabilities assumed based on their estimated fair values was as follows (in thousands): Cash acquired $ 5,923 Other tangible assets acquired 12,057 Amortizable intangible assets: Developed technology 17,550 Tradename 1,150 Customer contracts and related relationships 225 Goodwill 131,180 Total assets acquired 168,085 Liabilities assumed (7,503) Total $ 160,582 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Schedule Of Goodwill | The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 were as follows (in thousands): Americas (1) EMEA (2) Asia Pacific (3) Total Net balance as of January 1, 2015 $ 4,322,219 $ 532,469 $ 297,882 $ 5,152,570 Acquisitions and related adjustments 130,303 20,312 - 150,615 Foreign currency translation adjustments (2,803) (25,873) (7,915) (36,591) Net balance as of September 30, 2015 $ 4,449,719 $ 526,908 $ 289,967 $ 5,266,594 (1) Gross goodwill balance for the Americas segment was $4.4 billion as of September 30, 2015. (2) Gross goodwill balance for the EMEA segment was $1.2 billion as of September 30, 2015. The EMEA segment includes accumulated impairment losses of $630 million as of September 30, 2015. (3) Gross goodwill balance for the Asia Pacific segment was $449 million as of September 30, 2015. The Asia Pacific segment includes accumulated impairment losses of $159 million as of September 30, 2015. |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets, Net | The following table summarizes the Company’s intangible assets, net (in thousands): December 31, 2014 September 30, 2015 Net Gross Carrying Accumulated (*) Net Customer, affiliate, and advertiser related relationships $ 281,596 $ 370,314 $ (133,107) $ 237,207 Developed technology and patents 122,674 209,385 (107,981) 101,404 Tradenames, trademarks, and domain names 66,572 109,089 (50,519) 58,570 Total intangible assets, net $ 470,842 $ 688,788 $ (291,607) $ 397,181 (*) Cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying entities, totaled approximately $17 million as of September 30, 2015. |
Basic And Diluted Net Income 32
Basic And Diluted Net Income Attributable To Yahoo! Inc. Common Stockholders Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Computation of Basic and Diluted Net Income Per Share | The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Basic: Numerator: Net income attributable to Yahoo! Inc. $ 6,774,102 $ 76,261 $ 7,355,387 $ 75,905 Less: Net income allocated to participating securities (61) - (66) - Net income attributable to Yahoo! Inc. common stockholders — basic $ 6,774,041 $ 76,261 $ 7,355,321 $ 75,905 Denominator: Weighted average common shares 993,543 940,822 1,001,066 937,713 Net income attributable to Yahoo! Inc. common stockholders per share — basic $ 6.82 $ 0.08 $ 7.35 $ 0.08 Diluted: Numerator: Net income attributable to Yahoo! Inc. $ 6,774,102 $ 76,261 $ 7,355,387 $ 75,905 Less: Net income allocated to participating securities (60) - (65) - Less: Effect of dilutive securities issued by equity investees (20,705) (1,112) (42,491) (3,431) Net income attributable to Yahoo! Inc. common stockholders — diluted $ 6,753,337 $ 75,149 $ 7,312,831 $ 72,474 Denominator: Denominator for basic calculation 993,543 940,822 1,001,066 937,713 Weighted average effect of Yahoo! Inc. dilutive securities: Restricted stock units 10,638 4,551 12,388 5,155 Stock options and employee stock purchase plan 3,512 1,561 4,481 1,292 Denominator for diluted calculation 1,007,693 946,934 1,017,935 944,160 Net income attributable to Yahoo! Inc. common stockholders per share — diluted $ 6.70 $ 0.08 $ 7.18 $ 0.08 |
Investments In Equity Interes33
Investments In Equity Interests Using The Equity Method Of Accounting (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Investments in Equity Interests Using Equity Method of Accounting | The following table summarizes the Company’s investments in equity interests using the equity method of accounting (dollars in thousands): December 31, Percent September 30, Percent 2014 Ownership 2015 Ownership Yahoo Japan $ 2,482,660 35.5% $ 2,326,486 35.5% Other 6,918 20% 6,577 20% Total $ 2,489,578 $ 2,333,063 |
Yahoo Japan | |
Condensed Financial Information | The following tables present summarized financial information derived from Yahoo Japan’s consolidated financial statements, which are prepared on the basis of IFRS. The Company has made adjustments to the Yahoo Japan financial information to address differences between IFRS and U.S. GAAP that materially impact the summarized financial information below. Apart from such adjustments, the other differences between U.S. GAAP and IFRS did not have any material impact on the Yahoo Japan summarized financial information presented below. Three Months Ended Nine Months Ended June 30, June 30, June 30, June 30, 2014 2015 2014 2015 (in thousands) Operating data: Revenue $ 963,796 $ 911,735 $ 3,050,516 $ 2,840,393 Gross profit $ 761,802 $ 712,561 $ 2,466,986 $ 2,254,511 Income from operations $ 485,164 $ 402,865 $ 1,452,551 $ 1,266,084 Net income $ 321,534 $ 274,567 $ 942,675 $ 836,081 Net income attributable to Yahoo Japan $ 318,571 $ 273,636 $ 934,098 $ 832,611 September 30, June 30, 2014 2015 (in thousands) Balance sheet data: Current assets $ 6,161,126 $ 5,729,119 Long-term assets $ 1,908,379 $ 2,198,578 Current liabilities $ 1,948,540 $ 1,800,500 Long-term liabilities $ 35,418 $ 239,240 Noncontrolling interests $ 66,998 $ 163,216 |
Foreign Currency Derivative F34
Foreign Currency Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notional Amounts of Company's Outstanding Derivative Contracts | Notional amounts of the Company’s outstanding derivative contracts were as follows (in millions): December 31, September 30, 2014 2015 Derivatives designated as hedging instruments: Net investment hedge forward and option contracts $ 1,647 $ 1,502 Cash flow hedge forwards $ 222 $ 122 Derivatives not designated as hedging instruments: Balance sheet hedges $ 243 $ 257 |
Foreign Currency Derivative Activity | Foreign currency derivative activity for the nine months ended September 30, 2014 was as follows (in millions): Beginning Settlement Gain (Loss) Gain (Loss) Gain Ending Fair Derivatives designated as hedging instruments: Net investment hedges $ 209 $ (178 ) $ - $ 78 (*) $ - $ 109 Cash flow hedges $ 4 $ (2 ) $ (1 ) $ (1) $ 4 $ 4 Derivatives not designated as hedging instruments: Balance sheet hedges $ - $ (1 ) $ 11 $ - $ - $ 10 (*) This amount does not reflect the tax impact of $29 million recorded during the nine months ended September 30, 2014. The $49 million after tax impact of the loss recorded within other comprehensive income was included in accumulated other comprehensive income on the Company’s condensed consolidated balance sheets as of September 30, 2014. Foreign currency derivative activity for the nine months ended September 30, 2015 was as follows (in millions): Beginning Fair Value Settlement Payment (Receipt) Gain (Loss) Recorded in Other Income (Expense), Net Gain (Loss) Recorded in Other Comprehensive Income (Loss) Gain (Loss) Recorded in Revenue Ending Fair Value Derivatives designated as hedging instruments: Net investment hedges $ 185 $ (92 ) $ 1 $ 7 (*) $ - $ 101 Cash flow hedges $ 8 $ (1 ) $ (1 ) $ (3) $ (2 ) $ 1 Derivatives not designated as hedging instruments: Balance sheet hedges $ 4 $ (22 ) $ 17 $ - $ - $ (1 ) (*) This amount does not reflect the tax impact of $3 million recorded during the nine months ended September 30, 2015. The $4 million after tax impact of the gain recorded within other comprehensive income was included in accumulated other comprehensive income on the Company’s condensed consolidated balance sheets. |
Foreign Currency Derivative Contracts Balance Sheet Location and Ending Fair Value | Foreign currency derivative contracts balance sheet location and ending fair value was as follows (in millions): Balance Sheet December 31, September 30, Location 2014 2015 Derivatives designated as hedging instruments: Net investment hedges Asset (1) $ 190 $ 107 Liability (2) $ (5) $ (6) Cash flow hedges Asset (1) $ 8 $ 2 Liability (2) $ - $ (1) Derivatives not designated as hedging instruments: Balance sheet hedges Asset (1) $ 5 $ 2 Liability (2) $ (1) $ (3) (1) Included in prepaid expenses and other current assets or other long-term assets and investments on the condensed consolidated balance sheets. (2) Included in accrued expenses and other current liabilities or other long-term liabilities on the condensed consolidated balance sheets. |
Convertible Notes (Tables)
Convertible Notes (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Schedule of Notes | The Notes consist of the following (in thousands): December 31, September 30, Liability component: Principal $ 1,437,500 $ 1,437,500 Less: note discount (267,077) (220,092) Net carrying amount $ 1,170,423 $ 1,217,408 Equity component (*) $ 305,569 $ 305,569 (*) Recorded on the condensed consolidated balance sheets within additional paid-in capital. |
Interest Expense Recognized Related To Notes | The following table sets forth total interest expense recognized related to the Notes (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Accretion of convertible note discount $ 15,056 $ 15,867 $ 44,583 $ 46,984 |
Fair Value and Carrying Value of Notes | The estimated fair value of the Notes, which was determined based on inputs that are observable in the market (Level 2) was as follows (in thousands): December 31, 2014 September 30, 2015 Fair Value Carrying Value Fair Value Carrying Value Convertible senior notes $ 1,175,240 $ 1,170,423 $ 1,248,922 $ 1,217,408 |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Lease Commitments | A summary of gross and net lease commitments as of September 30, 2015 was as follows (in millions): Gross Sublease Net Operating Three months ending December 31, 2015 $ 29 $ (4) $ 25 Years ending December 31, 2016 $ 107 $ (12) $ 95 2017 $ 80 $ (9) $ 71 2018 $ 56 $ (7) $ 49 2019 $ 45 $ (5) $ 40 2020 $ 31 $ (2) $ 29 Due after 5 years $ 84 $ (4) $ 80 Total gross and net lease commitments $ 432 $ (43) $ 389 |
Capital Lease Commitment | Capital Lease Three months ending December 31, 2015 $ 6 Years ending December 31, 2016 15 2017 10 2018 9 2019 5 2020 - Due after 5 years - Gross capital lease commitments 45 Less: interest 8 Net capital lease commitments included in other accrued expenses and current liabilities and other long-term liabilities $ 37 |
Stockholders' Equity And Empl37
Stockholders' Equity And Employee Benefits (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Schedule of Stock Option Activity | Stock option activity under the Company’s Plans for the nine months ended September 30, 2015 is summarized as follows (in thousands, except per share amounts): Shares Weighted Average Outstanding at December 31, 2014 (1) 9,225 $ 18.57 Options granted - $ - Options assumed in acquisitions 407 $ 11.89 Options exercised (2) (1,709) $ 16.59 Options expired (579) $ 19.11 Options cancelled/forfeited (313) $ 19.89 Outstanding at September 30, 2015 (1) 7,031 $ 18.56 (1) Includes shares subject to performance-based stock options for which performance goals had not been set as of the date shown. (2) The Company generally issues new shares to satisfy stock option exercises. |
Schedule of Weighted Average Assumptions Used to Calculate Fair Value of Options Granted Including Assumed Options from Acquisitions | The fair value of option grants, including assumed options from acquisitions, was determined using the Black-Scholes option pricing model with the following weighted average assumptions: Stock Options Stock Options Stock Options Stock Options Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Expected dividend yield 0.0% 0.0% 0.0% 0.0% Risk-free interest rate 1.1% 0.9% 1.3% 0.9% Expected volatility 32.7% 34.5% 35.8% 34.5% Expected life (in years) 3.30 2.5 3.77 2.5 |
Schedule of Restricted Stock Units Activity | Restricted Stock Units. Restricted stock unit (“RSU”) activity under the Plans for the nine months ended September 30, 2015 is summarized as follows (in thousands, except per share amounts): Shares Weighted Average Awarded and unvested at December 31, 2014 (1) 40,677 $ 32.38 Granted (2) 14,799 $ 42.37 Assumed in acquisitions - $ - Vested (13,844) $ 28.30 Forfeited (9,918) $ 32.93 Awarded and unvested at September 30, 2015 (1) 31,714 $ 38.66 (1) Includes the maximum number of shares issuable under the Company’s performance-based restricted stock unit awards (including future-year tranches for which performance goals had not been set) as of the date shown. (2) Includes the maximum number of shares issuable under the performance-based restricted stock unit awards granted during the nine months ended September 30, 2015 (including future-year tranches for which performance goals had not been set during the period); excludes tranches of previously granted performance-based restricted stock units for which performance goals were set during the nine months ended September 30, 2015. |
Restructuring Charges, Net (Tab
Restructuring Charges, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring Charges, Net | Restructuring charges, net was comprised of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Employee severance pay and related costs $ 4,086 $ 16,597 $ 7,759 $ 67,746 Non-cancelable lease, contract termination, and other charges 4,545 11,103 72,983 33,123 Reversals of previous charges (161) (2,590) (3,133) (6,611) Non-cash accelerations of stock-based compensation expense - - - 2,705 Other non-cash charges (credits) - 902 (7,031) (31) Restructuring charges, net $ 8,470 $ 26,012 $ 70,578 $ 96,932 |
Restructuring Accrual Activity | The Company’s restructuring accrual activity for the nine months ended September 30, 2015 is summarized as follows (in thousands): Accrual balance as of December 31, 2014 $ 83,608 Restructuring charges 96,932 Cash paid (102,657) Non-cash accelerations of stock-based compensation expense (2,705) Foreign currency translation and other adjustments (910) Accrual balance as of September 30, 2015 $ 74,268 |
Restructuring Accrual by Reportable Segment | The restructuring accrual by reportable segment consisted of the following (in thousands): December 31, September 30, Americas $ 65,949 $ 51,891 EMEA 16,797 22,372 Asia Pacific 862 5 Total restructuring accruals $ 83,608 $ 74,268 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Information | The following tables present summarized information by segment (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Revenue by segment: Americas $ 873,306 $ 987,374 $ 2,545,769 $ 2,964,305 EMEA 89,058 79,614 278,475 246,530 Asia Pacific 185,776 158,685 540,817 484,073 Total Revenue $ 1,148,140 $ 1,225,673 $ 3,365,061 $ 3,694,908 TAC by segment: Americas $ 42,607 $ 201,855 $ 106,997 $ 549,332 EMEA 7,980 12,745 27,385 37,399 Asia Pacific 3,593 8,629 9,533 19,867 Total TAC $ 54,180 $ 223,229 $ 143,915 $ 606,598 Revenue ex-TAC by segment: Americas $ 830,699 $ 785,519 $ 2,438,772 $ 2,414,973 EMEA 81,078 66,869 251,090 209,131 Asia Pacific 182,183 150,056 531,284 464,206 Total Revenue ex-TAC 1,093,960 1,002,444 3,221,146 3,088,310 Direct costs by segment (1) Americas 66,516 84,582 213,000 240,406 EMEA 23,166 23,196 66,505 63,947 Asia Pacific 53,954 47,214 148,921 149,764 Global operating costs (2) 646,042 603,215 1,903,194 1,916,240 Gain on sales of patents (1,300) - (62,800) (11,100) Asset impairment charge - 41,699 - 41,699 Restructuring charges, net 8,470 26,012 70,578 96,932 Depreciation and amortization 149,144 152,412 453,538 457,630 Stock-based compensation expense 105,796 110,426 317,422 351,252 Income (loss) from operations $ 42,172 $ (86,312) $ 110,788 $ (218,460) (1) Direct costs for each segment include costs associated with the local sales teams and other cost of revenue. Prior to the fourth quarter of 2014, marketing, media, costs associated with Yahoo Properties and ad operation costs were managed locally and included as direct costs for each segment. Such costs are now included in global operating costs. Prior period amounts have been revised to conform to the current presentation. (2) Global operating costs include product development, marketing, real estate workplace, general and administrative, and other corporate expenses that are managed on a global basis and that are not directly attributable to any particular segment. Beginning in the fourth quarter of 2014, marketing, media, costs associated with Yahoo Properties and other ad operation costs are managed globally and included as global costs. Prior period amounts have been revised to conform to the current presentation. |
Capital Expenditures by Segment | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Capital expenditures, net: Americas $ 105,437 $ 139,796 $ 269,754 $ 401,984 EMEA 3,034 4,616 22,070 19,265 Asia Pacific 3,783 5,969 12,443 19,495 Total capital expenditures, net $ 112,254 $ 150,381 $ 304,267 $ 440,744 |
Property and Equipment Net | December 31, September 30, 2014 2015 Property and equipment, net: Americas: U.S. $ 1,382,597 $ 1,494,905 Other 787 495 Total Americas $ 1,383,384 $ 1,495,400 EMEA 34,649 31,710 Asia Pacific 69,651 63,329 Total property and equipment, net $ 1,487,684 $ 1,590,439 |
Enterprise Wide Disclosures Revenues for Groups of Similar Services | The following table presents revenue for groups of similar services (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Search $ 452,355 $ 509,478 $ 1,325,540 $ 1,562,270 Display 446,980 508,617 1,336,257 1,472,726 Other 248,805 207,578 703,264 659,912 Total revenue $ 1,148,140 $ 1,225,673 $ 3,365,061 $ 3,694,908 Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2014 2015 2014 2015 Revenue: U.S. $ 839,080 $ 958,394 $ 2,444,696 $ 2,887,134 International 309,060 267,279 920,365 807,774 Total revenue $ 1,148,140 $ 1,225,673 $ 3,365,061 $ 3,694,908 |
Company and Summary of Signific
Company and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Adjustments to previous purchase accounting estimates for acquisitions, tax and other adjustments | $ 11,000 | ||||
Asset impairment charge | $ 41,699 | $ 41,699 | |||
Originally Developed Content | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Amortization period | 18 months | ||||
Asset impairment charge | 17,000 | $ 17,000 | |||
Acquired Content | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Asset impairment charge | $ 25,000 | $ 25,000 | |||
Editorial costs | Cost of revenue - other | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Prior period reclassification adjustment | $ 26,000 | $ 63,000 | |||
Editorial costs | Sales and marketing | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Prior period reclassification adjustment | (26,000) | (63,000) | |||
Facilities-related costs previously included in product development expense | General and administrative | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Prior period reclassification adjustment | 14,000 | 39,000 | |||
Facilities-related costs previously included in product development expense | Product development | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Prior period reclassification adjustment | (14,000) | (39,000) | |||
Facilities-related costs previously included in sales and marketing expense | Sales and marketing | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Prior period reclassification adjustment | (16,000) | (46,000) | |||
Facilities-related costs previously included in sales and marketing expense | General and administrative | |||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||
Prior period reclassification adjustment | $ 16,000 | $ 46,000 |
Available for Sale Marketable S
Available for Sale Marketable Securities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | $ 8,280,377 | $ 10,302,355 |
Gross Unrealized Gains | 19,965,595 | 37,233,212 |
Gross Unrealized Losses | (1,545) | (5,445) |
Estimated Fair Value, Total available-for-sale marketable securities | 28,244,427 | 47,530,122 |
Government and agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 781,223 | 850,712 |
Gross Unrealized Gains | 453 | 82 |
Gross Unrealized Losses | (31) | (792) |
Estimated Fair Value, Total available-for-sale marketable securities | 781,645 | 850,002 |
Corporate Debt Securities, Commercial Paper, Time Deposits, And Bank Certificates Of Deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 4,759,194 | 6,711,683 |
Gross Unrealized Gains | 1,616 | 612 |
Gross Unrealized Losses | (1,514) | (4,653) |
Estimated Fair Value, Total available-for-sale marketable securities | 4,759,296 | 6,707,642 |
Corporate Equity Securities | Alibaba Group | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 2,713,484 | 2,713,484 |
Gross Unrealized Gains | 19,905,369 | 37,154,305 |
Estimated Fair Value, Total available-for-sale marketable securities | 22,618,853 | 39,867,789 |
Corporate Equity Securities | Hortonworks, Inc | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 26,246 | 26,246 |
Gross Unrealized Gains | 57,939 | 77,783 |
Estimated Fair Value, Total available-for-sale marketable securities | 84,185 | 104,029 |
Corporate Equity Securities | Other corporate equity securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 230 | 230 |
Gross Unrealized Gains | 218 | 430 |
Estimated Fair Value, Total available-for-sale marketable securities | $ 448 | $ 660 |
Available for Sale Marketable42
Available for Sale Marketable Securities by Balance Sheet Location (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term marketable securities | $ 4,600,889 | $ 5,327,412 |
Long-term marketable securities | 940,052 | 2,230,892 |
Investment in Alibaba Group | 22,618,853 | 39,867,789 |
Other long-term assets and investments | 84,633 | 104,029 |
Total | $ 28,244,427 | $ 47,530,122 |
Marketable Securities Investmen
Marketable Securities Investments and Fair Value Disclosures - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Investments [Line Items] | |||||
Cash and cash equivalents | $ 1,281,160 | $ 1,281,160 | $ 2,664,098 | $ 10,345,285 | $ 2,077,590 |
Loss on Hortonworks warrants | (12,782) | (19,241) | |||
Other income (expense), net | |||||
Investments [Line Items] | |||||
Loss on Hortonworks warrants | (12,782) | (19,241) | |||
Cash deposited with commercial banks | |||||
Investments [Line Items] | |||||
Cash and cash equivalents | 995,000 | 995,000 | 702,000 | ||
Cash and Cash Equivalents | |||||
Investments [Line Items] | |||||
Short-term investments | 286,000 | 286,000 | 2,000,000 | ||
Other long-term assets and investments | |||||
Investments [Line Items] | |||||
Other investments held at cost | $ 83,000 | $ 83,000 | 82,000 | ||
Convertible Senior Notes | |||||
Investments [Line Items] | |||||
Principal amount | $ 1,437,500 | ||||
Convertible senior notes percent | 0.00% | 0.00% | 0.00% | ||
Maturity date, convertible senior note | Dec. 1, 2018 | ||||
Fair Value Measurements At Reporting Date Using Total | Hortonworks, Inc | |||||
Investments [Line Items] | |||||
Warrants | $ 78,820 | $ 78,820 | 98,062 | ||
Fair Value Measurements At Reporting Date Using Level 2 | Convertible Senior Notes | |||||
Investments [Line Items] | |||||
Fair value of the convertible senior notes | $ 1,248,922 | $ 1,248,922 | $ 1,175,240 |
Available for Sale Securities b
Available for Sale Securities by Contractual Maturities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Due within one year | $ 4,600,889 | $ 5,327,412 |
Due after one year through five years | 940,052 | 2,230,892 |
Total available-for-sale marketable debt securities | $ 5,540,941 | $ 7,558,304 |
Available for Sale Marketable D
Available for Sale Marketable Debt Securities in Unrealized Loss Position (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | $ 1,564,942 | $ 3,346,236 |
Less than 12 Months, Unrealized Loss | (1,544) | (5,438) |
12 Months or Longer, Fair Value | 2,899 | 3,234 |
12 Months or Longer, Unrealized Loss | (1) | (7) |
Total, Fair Value | 1,567,841 | 3,349,470 |
Total, Unrealized Loss | (1,545) | (5,445) |
Government and agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | 67,270 | 744,948 |
Less than 12 Months, Unrealized Loss | (31) | (792) |
Total, Fair Value | 67,270 | 744,948 |
Total, Unrealized Loss | (31) | (792) |
Corporate Debt Securities, Commercial Paper, and Bank Certificates of Deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | 1,497,672 | 2,601,288 |
Less than 12 Months, Unrealized Loss | (1,513) | (4,646) |
12 Months or Longer, Fair Value | 2,899 | 3,234 |
12 Months or Longer, Unrealized Loss | (1) | (7) |
Total, Fair Value | 1,500,571 | 2,604,522 |
Total, Unrealized Loss | $ (1,514) | $ (4,653) |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value Measurements At Reporting Date Using Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets at fair value | $ 22,880,766 | $ 40,346,300 | |
Total financial assets and liabilities at fair value | 22,880,766 | 40,346,300 | |
Fair Value Measurements At Reporting Date Using Level 1 | Money Market Funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Money market funds | [1] | 177,280 | 373,822 |
Fair Value Measurements At Reporting Date Using Level 1 | Corporate Equity Securities | Other corporate equity securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [2] | 448 | 660 |
Fair Value Measurements At Reporting Date Using Level 1 | Corporate Equity Securities | Alibaba Group | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | 22,618,853 | 39,867,789 | |
Fair Value Measurements At Reporting Date Using Level 1 | Corporate Equity Securities | Hortonworks, Inc | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [2] | 84,185 | 104,029 |
Fair Value Measurements At Reporting Date Using Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets at fair value | 5,760,437 | 9,343,433 | |
Total financial assets and liabilities at fair value | 5,750,150 | 9,337,276 | |
Fair Value Measurements At Reporting Date Using Level 2 | Government and agency securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 781,645 | 850,002 |
Fair Value Measurements At Reporting Date Using Level 2 | Commercial Paper And Bank Certificates Of Deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 1,835,483 | 3,602,321 |
Fair Value Measurements At Reporting Date Using Level 2 | Corporate Debt Securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 2,973,809 | 3,327,017 |
Fair Value Measurements At Reporting Date Using Level 2 | Time Deposits | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 58,420 | 1,361,165 |
Fair Value Measurements At Reporting Date Using Level 2 | Foreign Currency Derivative Contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Foreign currency derivative contracts, assets | [3] | 111,080 | 202,928 |
Foreign currency derivative contracts, liabilities | [3] | (10,287) | (6,157) |
Fair Value Measurements At Reporting Date Using Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets at fair value | 78,820 | 98,062 | |
Total financial assets and liabilities at fair value | 78,820 | 98,062 | |
Fair Value Measurements At Reporting Date Using Level 3 | Hortonworks, Inc | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrants | 78,820 | 98,062 | |
Fair Value Measurements At Reporting Date Using Total | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets at fair value | 28,720,023 | 49,787,795 | |
Total financial assets and liabilities at fair value | 28,709,736 | 49,781,638 | |
Fair Value Measurements At Reporting Date Using Total | Hortonworks, Inc | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrants | 78,820 | 98,062 | |
Fair Value Measurements At Reporting Date Using Total | Money Market Funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Money market funds | [1] | 177,280 | 373,822 |
Fair Value Measurements At Reporting Date Using Total | Government and agency securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 781,645 | 850,002 |
Fair Value Measurements At Reporting Date Using Total | Commercial Paper And Bank Certificates Of Deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 1,835,483 | 3,602,321 |
Fair Value Measurements At Reporting Date Using Total | Corporate Debt Securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 2,973,809 | 3,327,017 |
Fair Value Measurements At Reporting Date Using Total | Time Deposits | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [1] | 58,420 | 1,361,165 |
Fair Value Measurements At Reporting Date Using Total | Corporate Equity Securities | Other corporate equity securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [2] | 448 | 660 |
Fair Value Measurements At Reporting Date Using Total | Corporate Equity Securities | Alibaba Group | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | 22,618,853 | 39,867,789 | |
Fair Value Measurements At Reporting Date Using Total | Corporate Equity Securities | Hortonworks, Inc | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities | [2] | 84,185 | 104,029 |
Fair Value Measurements At Reporting Date Using Total | Foreign Currency Derivative Contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Foreign currency derivative contracts, assets | [3] | 111,080 | 202,928 |
Foreign currency derivative contracts, liabilities | [3] | $ (10,287) | $ (6,157) |
[1] | The money market funds, government and agency securities, commercial paper and bank certificates of deposit, corporate debt securities, and time deposits are classified as part of either cash and cash equivalents or short or long-term marketable securities on the condensed consolidated balance sheets. | ||
[2] | The Hortonworks equity securities and other corporate equity securities are classified as part of other long-term assets and investments on the condensed consolidated balance sheets. | ||
[3] | Foreign currency derivative contracts are classified as part of either other current or noncurrent assets or liabilities on the condensed consolidated balance sheets. The notional amounts of the foreign currency derivative contracts were: $2.1 billion, including contracts designated as net investment hedges of $1.6 billion, as of December 31, 2014; and $1.9 billion, including contracts designated as net investment hedges of $1.5 billion, as of September 30, 2015. |
Fair Value of Financial Asset47
Fair Value of Financial Assets and Liabilities (Parenthetical) (Detail) - Foreign Currency Derivative Contracts - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contract, notional amount | $ 1,900 | $ 2,100 |
Designated as Hedging Instrument | Net Investment Hedges | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contract, notional amount | $ 1,502 | $ 1,647 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Unrealized gains on available-for-sale securities, net of tax | $ 11,859,192 | $ 22,084,960 |
Unrealized gains (losses) on cash flow hedges, net of tax | (1,858) | 1,856 |
Foreign currency translation, net of tax | (422,881) | (67,188) |
Accumulated other comprehensive income | $ 11,434,453 | $ 22,019,628 |
Noncontrolling Interests (Detai
Noncontrolling Interests (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Noncontrolling Interest [Line Items] | |||||
Beginning noncontrolling interests | $ 43,755 | $ 55,688 | $ 55,688 | ||
Distributions to noncontrolling interests | (15,847) | (22,344) | |||
Net income attributable to noncontrolling interests | $ 1,875 | $ 2,291 | 5,215 | $ 7,474 | 10,411 |
Ending noncontrolling interests | $ 33,123 | $ 33,123 | $ 43,755 |
Other Income (Expense), Net (De
Other Income (Expense), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Components of Other Income (Expense) [Line Items] | ||||
Interest, dividend and investment income | $ 8,010 | $ 5,148 | $ 24,888 | $ 16,180 |
Interest expense | (18,411) | (17,292) | (53,540) | (51,461) |
Gain on sale of Alibaba Group ADSs | 10,319,437 | 10,319,437 | ||
Loss on Hortonworks warrants | (12,782) | (19,241) | ||
Foreign exchange losses | (1,490) | (2,109) | (21,017) | (9,048) |
Other | 718 | 3,747 | 2,151 | 6,781 |
Total other income (expense), net | $ (23,955) | $ 10,308,931 | $ (66,759) | $ 10,281,889 |
Consolidated Financial Statem51
Consolidated Financial Statement Details - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | Sep. 24, 2014 | Sep. 30, 2015 | Sep. 30, 2015 |
Financial Statement Details [Line Items] | |||
Loss on Hortonworks warrants | $ (12,782) | $ (19,241) | |
Other income (expense), net | |||
Financial Statement Details [Line Items] | |||
Loss on Hortonworks warrants | $ (12,782) | $ (19,241) | |
Alibaba Group | |||
Financial Statement Details [Line Items] | |||
Number of ADSs sold at initial public offering | 140 |
Reclassifications Out of Accumu
Reclassifications Out of Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Revenue | $ 1,225,673 | $ 1,148,140 | $ 3,694,908 | $ 3,365,061 |
Other income (expense), net | (23,955) | 10,308,931 | (66,759) | 10,281,889 |
Net income attributable to Yahoo! Inc. | 76,261 | 6,774,102 | 75,905 | 7,355,387 |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net income attributable to Yahoo! Inc. | 941 | (53,199) | 3,081 | (54,060) |
Reclassification out of Accumulated Other Comprehensive Income | Realized (gains) losses on cash flow hedges, net of tax | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Revenue | 869 | (854) | 3,007 | (1,594) |
Reclassification out of Accumulated Other Comprehensive Income | Realized (gains) losses on available-for-sale securities, net of tax | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Other income (expense), net | $ 72 | (2,044) | $ 74 | (2,165) |
Reclassification out of Accumulated Other Comprehensive Income | Foreign currency translation adjustments | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Other income (expense), net | $ (50,301) | $ (50,301) |
Reclassifications Out of Accu53
Reclassifications Out of Accumulated Other Comprehensive Income (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
(Provision) benefit for income taxes | $ 93,208 | $ (3,973,402) | $ 75,613 | $ (3,985,762) |
Foreign currency translation adjustments | Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
(Provision) benefit for income taxes | $ 30,000 | $ 30,000 |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Additional Information (Detail) $ in Thousands | Sep. 02, 2015USD ($) | Aug. 25, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2015USD ($)Entity | Sep. 30, 2014USD ($)Entity | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||
Stock-based compensation expense | $ 110,426 | $ 105,796 | $ 351,252 | $ 317,422 | ||||
Goodwill | 5,266,594 | 5,266,594 | $ 5,152,570 | |||||
Business combination, cash consideration paid net of cash acquired | 174,630 | 313,837 | ||||||
Total cash consideration | 460,000 | |||||||
Gain on sale of patents | 1,300 | 11,100 | 62,800 | |||||
Sold Patents | ||||||||
Business Acquisition [Line Items] | ||||||||
Total cash consideration | 61,000 | |||||||
Gain on sale of patents | 1,000 | $ 60,000 | 11,000 | 63,000 | ||||
Existing Patents | ||||||||
Business Acquisition [Line Items] | ||||||||
Total cash consideration | $ 135,000 | |||||||
Future revenue recognition period | 4 years | |||||||
Capture Period Patents | ||||||||
Business Acquisition [Line Items] | ||||||||
Total cash consideration | $ 264,000 | |||||||
Future revenue recognition period | 5 years | |||||||
Existing Patents and Capture Period Patents | ||||||||
Business Acquisition [Line Items] | ||||||||
Revenue related to patents | 22,000 | 22,000 | 65,000 | 22,000 | ||||
Flurry, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination, total purchase price | $ 269,670 | |||||||
Weighted average useful life of amortizable intangible assets | 5 years | |||||||
Goodwill | $ 194,081 | |||||||
Business combination, cash acquired | 12,139 | |||||||
Business combination, other tangible assets | 51,235 | |||||||
Business combination, net assumed liabilities | $ 43,205 | |||||||
Flurry, Inc. | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Useful life of amortizable intangible assets | 5 years | |||||||
Flurry, Inc. | Stock Options | ||||||||
Business Acquisition [Line Items] | ||||||||
Stock-based compensation expense | $ 4,000 | |||||||
Period for recognizing stock-based compensation contingently issuable in acquisition | 4 years | |||||||
Flurry, Inc. | Restricted Stock Units (RSUs) | ||||||||
Business Acquisition [Line Items] | ||||||||
Stock-based compensation expense | $ 23,000 | |||||||
Period for recognizing stock-based compensation contingently issuable in acquisition | 4 years | |||||||
Polyvore, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination, total purchase price | $ 160,582 | |||||||
Stock-based compensation expense | $ 15,000 | |||||||
Period for recognizing stock-based compensation contingently issuable in acquisition | 4 years | |||||||
Weighted average useful life of amortizable intangible assets | 3 years | |||||||
Goodwill | $ 131,180 | |||||||
Business combination, cash acquired | 5,923 | |||||||
Business combination, other tangible assets | 12,057 | |||||||
Business combination, net assumed liabilities | 7,503 | |||||||
Stock based compensation contingently issuable | $ 15,000 | |||||||
Polyvore, Inc. | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Useful life of amortizable intangible assets | 5 years | |||||||
Polyvore, Inc. | Stock Options | ||||||||
Business Acquisition [Line Items] | ||||||||
Stock-based compensation expense | $ 7,000 | |||||||
Period for recognizing stock-based compensation contingently issuable in acquisition | 4 years | |||||||
Series of Individually Immaterial Business Acquisitions | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill | 20,000 | 34,000 | $ 20,000 | $ 34,000 | ||||
Business combination, number of entities acquired | Entity | 1 | 8 | ||||||
Business combination, total purchase price | $ 23,000 | $ 60,000 | ||||||
Business combination, cash acquired | 4,000 | |||||||
Business combination, cash consideration paid net of cash acquired | 56,000 | |||||||
Business combination, amortizable intangible assets | 5,000 | 17,000 | 5,000 | 17,000 | ||||
Business combination, cash acquired | 4,000 | 4,000 | ||||||
Business combination, other tangible assets | 10,000 | 10,000 | ||||||
Business combination, net assumed liabilities | $ 2,000 | $ 5,000 | $ 2,000 | $ 5,000 |
Allocation of Purchase Price of
Allocation of Purchase Price of Assets Acquired and Liabilities Assumed, Flurry (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Aug. 25, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 5,266,594 | $ 5,152,570 | |
Flurry, Inc. | |||
Business Acquisition [Line Items] | |||
Cash acquired | $ 12,139 | ||
Other tangible assets acquired | 51,235 | ||
Goodwill | 194,081 | ||
Total assets acquired | 312,875 | ||
Liabilities assumed | (43,205) | ||
Total | 269,670 | ||
Flurry, Inc. | Developed Technology Rights | |||
Business Acquisition [Line Items] | |||
Amortizable intangible assets | 7,100 | ||
Flurry, Inc. | Customer Contracts and Related Relationships | |||
Business Acquisition [Line Items] | |||
Amortizable intangible assets | 47,600 | ||
Flurry, Inc. | Other | |||
Business Acquisition [Line Items] | |||
Amortizable intangible assets | $ 720 |
Allocation of Purchase Price 56
Allocation of Purchase Price of Assets Acquired and Liabilities Assumed, Polyvore (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 02, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 5,266,594 | $ 5,152,570 | |
Polyvore, Inc. | |||
Business Acquisition [Line Items] | |||
Cash acquired | $ 5,923 | ||
Other tangible assets acquired | 12,057 | ||
Goodwill | 131,180 | ||
Total assets acquired | 168,085 | ||
Liabilities assumed | (7,503) | ||
Total | 160,582 | ||
Polyvore, Inc. | Developed Technology Rights | |||
Business Acquisition [Line Items] | |||
Amortizable intangible assets | 17,550 | ||
Polyvore, Inc. | Tradename | |||
Business Acquisition [Line Items] | |||
Amortizable intangible assets | 1,150 | ||
Polyvore, Inc. | Customer Contracts and Related Relationships | |||
Business Acquisition [Line Items] | |||
Amortizable intangible assets | $ 225 |
Goodwill (Detail)
Goodwill (Detail) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015USD ($) | ||
Goodwill [Line Items] | ||
Beginning balance | $ 5,152,570 | |
Acquisitions and related adjustments | 150,615 | |
Foreign currency translation adjustments | (36,591) | |
Ending balance | 5,266,594 | |
Americas Segment | ||
Goodwill [Line Items] | ||
Beginning balance | 4,322,219 | [1] |
Acquisitions and related adjustments | 130,303 | [1] |
Foreign currency translation adjustments | (2,803) | [1] |
Ending balance | 4,449,719 | [1] |
Europe Middle East Africa Segment | ||
Goodwill [Line Items] | ||
Beginning balance | 532,469 | [2] |
Acquisitions and related adjustments | 20,312 | [2] |
Foreign currency translation adjustments | (25,873) | [2] |
Ending balance | 526,908 | [2] |
Asia Pacific Segment | ||
Goodwill [Line Items] | ||
Beginning balance | 297,882 | [3] |
Foreign currency translation adjustments | (7,915) | [3] |
Ending balance | $ 289,967 | [3] |
[1] | Gross goodwill balance for the Americas segment was $4.4 billion as of September 30, 2015. | |
[2] | Gross goodwill balance for the EMEA segment was $1.2 billion as of September 30, 2015. The EMEA segment includes accumulated impairment losses of $630 million as of September 30, 2015. | |
[3] | Gross goodwill balance for the Asia Pacific segment was $449 million as of September 30, 2015. The Asia Pacific segment includes accumulated impairment losses of $159 million as of September 30, 2015. |
Goodwill (Parenthetical) (Detai
Goodwill (Parenthetical) (Detail) $ in Millions | Sep. 30, 2015USD ($) |
Americas Segment | |
Goodwill [Line Items] | |
Gross Goodwill Balance | $ 4,400 |
Europe Middle East Africa Segment | |
Goodwill [Line Items] | |
Gross Goodwill Balance | 1,200 |
Accumulated goodwill impairment | 630 |
Asia Pacific Segment | |
Goodwill [Line Items] | |
Gross Goodwill Balance | 449 |
Accumulated goodwill impairment | $ 159 |
Intangible Assets Net (Detail)
Intangible Assets Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 688,788 | ||
Accumulated Amortization | [1] | (291,607) | |
Net | 397,181 | $ 470,842 | |
Customer, Affiliate And Advertiser Related Relationships | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 370,314 | ||
Accumulated Amortization | [1] | (133,107) | |
Net | 237,207 | 281,596 | |
Developed Technology And Patents | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 209,385 | ||
Accumulated Amortization | [1] | (107,981) | |
Net | 101,404 | 122,674 | |
Tradenames, Trademarks, And Domain Names | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 109,089 | ||
Accumulated Amortization | [1] | (50,519) | |
Net | $ 58,570 | $ 66,572 | |
[1] | Cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying entities, totaled approximately $17 million as of September 30, 2015. |
Intangible Assets Net (Parenthe
Intangible Assets Net (Parenthetical) (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |
Cumulative foreign currency translation adjustments | $ 17 |
Intangible Assets Net - Additio
Intangible Assets Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 34,000 | $ 32,000 | $ 102,090 | $ 96,961 |
Estimated amortization expense for the remainder of 2015 | 33,000 | 33,000 | ||
Estimated amortization expense 2016 | 114,000 | 114,000 | ||
Estimated amortization expense 2017 | 105,000 | 105,000 | ||
Estimated amortization expense 2018 | 85,000 | 85,000 | ||
Estimated amortization expense 2019 | 44,000 | 44,000 | ||
Estimated amortization expense cumulatively thereafter | 1,000 | 1,000 | ||
Cost of revenue - other | ||||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 14,000 | $ 17,000 | $ 42,000 | $ 48,000 |
Basic and Diluted Net Income 62
Basic and Diluted Net Income Attributable to Yahoo Inc. Common Stockholders Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share | 14 | 1 | 6 | 3 |
Computation of Basic and Dilute
Computation of Basic and Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Net income attributable to Yahoo! Inc. | $ 76,261 | $ 6,774,102 | $ 75,905 | $ 7,355,387 |
Less: Net income allocated to participating securities | (61) | (66) | ||
Net income attributable to Yahoo! Inc. common stockholders - basic | $ 76,261 | $ 6,774,041 | $ 75,905 | $ 7,355,321 |
Weighted average common shares | 940,822 | 993,543 | 937,713 | 1,001,066 |
Net income attributable to Yahoo! Inc. common stockholders per share - basic | $ 0.08 | $ 6.82 | $ 0.08 | $ 7.35 |
Net income attributable to Yahoo! Inc. | $ 76,261 | $ 6,774,102 | $ 75,905 | $ 7,355,387 |
Less: Net income allocated to participating securities | (60) | (65) | ||
Less: Effect of dilutive securities issued by equity investees | (1,112) | (20,705) | (3,431) | (42,491) |
Net income attributable to Yahoo! Inc. common stockholders - diluted | $ 75,149 | $ 6,753,337 | $ 72,474 | $ 7,312,831 |
Denominator for basic calculation | 940,822 | 993,543 | 937,713 | 1,001,066 |
Denominator for diluted calculation | 946,934 | 1,007,693 | 944,160 | 1,017,935 |
Net income attributable to Yahoo! Inc. common stockholders per share - diluted | $ 0.08 | $ 6.70 | $ 0.08 | $ 7.18 |
Restricted Stock Units (RSUs) | ||||
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Incremental common shares | 4,551 | 10,638 | 5,155 | 12,388 |
Stock Options and Employee Stock Purchase Plan | ||||
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Incremental common shares | 1,561 | 3,512 | 1,292 | 4,481 |
Investments in Equity Interes64
Investments in Equity Interests (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Equity Method Investments [Line Items] | ||
Investment in equity interests | $ 2,333,063 | $ 2,489,578 |
Yahoo Japan | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment in equity interests | $ 2,326,486 | $ 2,482,660 |
Percent ownership of common stock as of balance sheet date | 35.50% | 35.50% |
Other | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment in equity interests | $ 6,577 | $ 6,918 |
Percent ownership of common stock as of balance sheet date | 20.00% | 20.00% |
Investments in Equity Interes65
Investments in Equity Interests Using the Equity Method of Accounting - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | Jul. 17, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Schedule of Equity Method Investments [Line Items] | ||||||
Dividends received from equity investee | $ 142,045 | $ 83,685 | ||||
Unfavorable foreign exchange fluctuations | $ 1,490 | $ 2,109 | 21,017 | 9,048 | ||
Alibaba Group | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Royalty received | 60,000 | 74,000 | 199,000 | 205,000 | ||
Alibaba Group | SpinCo | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Alibaba Group shares to be held by SpinCo upon completion of Spin-off | 384 | |||||
Ownership interest percentage | 100.00% | |||||
Yahoo Japan | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Fair value of the company's ownership interest in the common stock of Yahoo Japan | 7,700,000 | 7,700,000 | ||||
Cash proceeds from sale of data center assets | 11,000 | |||||
Net gain on sale of data center assets | 5,000 | |||||
Revenue received through commercial arrangements with Yahoo Japan | 57,000 | $ 66,000 | 172,000 | $ 197,000 | ||
Receivables balance from Yahoo Japan | 38,000 | 38,000 | $ 47,000 | |||
Unfavorable foreign exchange fluctuations | $ 6,000 | $ 17,000 |
Yahoo Japan Condensed Financial
Yahoo Japan Condensed Financial Information Operating Data (Detail) - Yahoo Japan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenue | $ 911,735 | $ 963,796 | $ 2,840,393 | $ 3,050,516 |
Gross profit | 712,561 | 761,802 | 2,254,511 | 2,466,986 |
Income from operations | 402,865 | 485,164 | 1,266,084 | 1,452,551 |
Net income | 274,567 | 321,534 | 836,081 | 942,675 |
Net income attributable to Yahoo Japan | $ 273,636 | $ 318,571 | $ 832,611 | $ 934,098 |
Yahoo Japan Condensed Financi67
Yahoo Japan Condensed Financial Information Balance Sheet Data (Detail) - Yahoo Japan - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Schedule of Equity Method Investments [Line Items] | ||
Current assets | $ 5,729,119 | $ 6,161,126 |
Long-term assets | 2,198,578 | 1,908,379 |
Current liabilities | 1,800,500 | 1,948,540 |
Long-term liabilities | 239,240 | 35,418 |
Noncontrolling interests | $ 163,216 | $ 66,998 |
Notional Amounts of Outstanding
Notional Amounts of Outstanding Forward Contracts (Detail) - Foreign Currency Derivative Contracts - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Designated as Hedging Instrument | Net Investment Hedges | ||
Derivative [Line Items] | ||
Derivative notional amount | $ 1,502 | $ 1,647 |
Designated as Hedging Instrument | Cash Flow Hedges | ||
Derivative [Line Items] | ||
Derivative notional amount | 122 | 222 |
Not Designated as Hedging Instrument | Balance Sheet Hedges | ||
Derivative [Line Items] | ||
Derivative notional amount | $ 257 | $ 243 |
Foreign Currency Forward Contra
Foreign Currency Forward Contracts Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |||
Derivative [Line Items] | ||||||
Gain (Loss) Recorded in Other Income, (Expense), Net | $ (1,490) | $ (2,109) | $ (21,017) | $ (9,048) | ||
Net Investment Hedges | Designated as Hedging Instrument | ||||||
Derivative [Line Items] | ||||||
Beginning Fair Value | 185,000 | 209,000 | ||||
Settlement Payment (Receipt) | (92,000) | (178,000) | ||||
Gain (Loss) Recorded in Other Income, (Expense), Net | 1,000 | |||||
Gain (Loss) Recorded in Other Comprehensive Income (Loss) | 7,000 | [1] | 78,000 | [2] | ||
Ending Fair Value | 101,000 | 109,000 | 101,000 | 109,000 | ||
Cash Flow Hedges | Designated as Hedging Instrument | ||||||
Derivative [Line Items] | ||||||
Beginning Fair Value | 8,000 | 4,000 | ||||
Settlement Payment (Receipt) | (1,000) | (2,000) | ||||
Gain (Loss) Recorded in Other Income, (Expense), Net | (1,000) | (1,000) | ||||
Gain (Loss) Recorded in Other Comprehensive Income (Loss) | (3,000) | (1,000) | ||||
Gain (Loss) Recorded in Revenue | (2,000) | 4,000 | ||||
Ending Fair Value | 1,000 | 4,000 | 1,000 | 4,000 | ||
Balance Sheet Hedges | Not Designated as Hedging Instrument | ||||||
Derivative [Line Items] | ||||||
Beginning Fair Value | 4,000 | |||||
Settlement Payment (Receipt) | (22,000) | (1,000) | ||||
Gain (Loss) Recorded in Other Income, (Expense), Net | 17,000 | 11,000 | ||||
Gain (Loss) Recorded in Other Comprehensive Income (Loss) | 0 | 0 | ||||
Ending Fair Value | $ (1,000) | $ 10,000 | $ (1,000) | $ 10,000 | ||
[1] | This amount does not reflect the tax impact of $3 million recorded during the nine months ended September 30, 2015. The $4 million after tax impact of the gain recorded within other comprehensive income was included in accumulated other comprehensive income on the Company's condensed consolidated balance sheets. | |||||
[2] | This amount does not reflect the tax impact of $29 million recorded during the nine months ended September 30, 2014. The $49 million after tax impact of the loss recorded within other comprehensive income was included in accumulated other comprehensive income on the Company's condensed consolidated balance sheets as of September 30, 2014. |
Foreign Currency Forward Cont70
Foreign Currency Forward Contracts Activity (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Derivative [Line Items] | ||||
Net investment hedge CTA gains (losses), taxes | $ 8,252 | $ (44,951) | $ (2,492) | $ (29,389) |
Net investment hedge CTA gains (losses), net of taxes | $ (13,855) | $ 74,490 | $ 4,183 | $ 48,579 |
Foreign Currency Forward Cont71
Foreign Currency Forward Contracts Balance Sheet Location and Ending Fair Value (Detail) - Foreign Currency Derivative Contracts - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 | |
Designated as Hedging Instrument | Net Investment Hedges | Assets | |||
Derivatives, Fair Value [Line Items] | |||
Foreign currency forward contract, fair value asset | [1] | $ 107 | $ 190 |
Designated as Hedging Instrument | Net Investment Hedges | Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Foreign currency forward contract, fair value liability | [2] | (6) | (5) |
Designated as Hedging Instrument | Cash Flow Hedges | Assets | |||
Derivatives, Fair Value [Line Items] | |||
Foreign currency forward contract, fair value asset | [1] | 2 | 8 |
Designated as Hedging Instrument | Cash Flow Hedges | Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Foreign currency forward contract, fair value liability | [2] | (1) | |
Not Designated as Hedging Instrument | Balance Sheet Hedges | Assets | |||
Derivatives, Fair Value [Line Items] | |||
Foreign currency forward contract, fair value asset | [1] | 2 | 5 |
Not Designated as Hedging Instrument | Balance Sheet Hedges | Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Foreign currency forward contract, fair value liability | [2] | $ (3) | $ (1) |
[1] | Included in prepaid expenses and other current assets or other long-term assets and investments on the condensed consolidated balance sheets. | ||
[2] | Included in accrued expenses and other current liabilities or other long-term liabilities on the condensed consolidated balance sheets. |
Credit Agreement - Additional I
Credit Agreement - Additional Information (Detail) - Amended Credit Agreement on July 24, 2015 | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Line of Credit Facility [Line Items] | |
Unsecured revolving credit facility expiration date | Jul. 22, 2016 |
Unsecured revolving credit facility | $ 750,000,000 |
Unsecured revolving credit facility, additional commitment | 250,000,000 |
Unsecured revolving credit facility, outstanding | $ 0 |
Convertible Notes - Additional
Convertible Notes - Additional Information (Detail) - Convertible Senior Notes - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | |||
Convertible senior notes percent | 0.00% | 0.00% | |
Principal | $ 1,437,500 | $ 1,437,500 | |
Conversion rate per $1,000 principal amount of Notes | 18.7161 | ||
Purchase price of notes as percentage of principal amount, plus accrued and unpaid interest | 100.00% | ||
Initial conversion price | $ 53.43 | ||
Maturity date, convertible senior note | Dec. 1, 2018 |
Schedule of Notes (Detail)
Schedule of Notes (Detail) - Convertible Senior Notes - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Principal | $ 1,437,500 | $ 1,437,500 | |
Less: note discount | (220,092) | (267,077) | |
Net carrying amount | 1,217,408 | 1,170,423 | |
Equity component | [1] | $ 305,569 | $ 305,569 |
[1] | Recorded on the condensed consolidated balance sheets within additional paid-in capital. |
Interest Expense Recognized Rel
Interest Expense Recognized Related To Notes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Schedule Of Interest Expenses [Line Items] | ||||
Accretion of convertible note discount | $ 15,867 | $ 15,056 | $ 46,984 | $ 44,583 |
Fair Value and Carrying Value o
Fair Value and Carrying Value of Notes (Detail) - Convertible Senior Notes - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Carrying Value | $ 1,217,408 | $ 1,170,423 |
Fair Value Measurements At Reporting Date Using Level 2 | ||
Debt Instrument [Line Items] | ||
Fair Value | $ 1,248,922 | $ 1,175,240 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | May. 15, 2013USD ($) | Nov. 16, 2011USD ($) | Sep. 30, 2015USD ($)LegalMatter | Nov. 28, 2012USD ($) | Dec. 07, 2011USD ($) |
Commitments and Contingencies Disclosure [Line Items] | |||||
Non-cancelable commitments | $ 191,000,000 | ||||
Payable in remainder of 2015 | 52,000,000 | ||||
Payable in 2016 | 101,000,000 | ||||
Payable in 2017 | 23,000,000 | ||||
Payable in 2018 | 13,000,000 | ||||
Payable in 2019 | 2,000,000 | ||||
Intellectual property arrangements through 2023 | $ 18,000,000 | ||||
Intellectual property arrangements, expiration year | 2,023 | ||||
Maximum | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Operating and capital lease agreements, original lease period | 15 years | ||||
Operating and capital lease agreements, expiry year | 2,025 | ||||
Minimum | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Operating and capital lease agreements, expiry year | 2,015 | ||||
Non-Final Judgment | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Counterclaim filed for payments of services rendered | $ 2,600,000 | ||||
Affiliate Commitments | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Total commitments | $ 1,682,000,000 | ||||
Payable in the remainder of 2015 | 100,000,000 | ||||
Payable in 2016 | 401,000,000 | ||||
Payable in 2017 | 400,000,000 | ||||
Payable in 2018 | 375,000,000 | ||||
Payable in 2019 | 375,000,000 | ||||
Payable thereafter | 31,000,000 | ||||
Finance Lease Obligations | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Total commitments | 18,000,000 | ||||
Payable in 2017 | 1,000,000 | ||||
Payable in 2018 | 2,000,000 | ||||
Payable in 2019 | 2,000,000 | ||||
Payable in 2020 | 2,000,000 | ||||
Payable thereafter | 10,000,000 | ||||
Finance Lease Obligations | Maximum | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Payable in 2016 | 1,000,000 | ||||
Construction Liabilities | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Total commitments | 40,000,000 | ||||
Payable in 2016 | 2,000,000 | ||||
Payable in 2017 | 3,000,000 | ||||
Payable in 2018 | 4,000,000 | ||||
Payable in 2019 | 4,000,000 | ||||
Payable in 2020 | 4,000,000 | ||||
Payable thereafter | 22,000,000 | ||||
Construction Liabilities | Maximum | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Payable in the remainder of 2015 | $ 1,000,000 | ||||
Stockholder Class Action | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Number of purported stockholder class action suits filed | LegalMatter | 2 | ||||
Worldwide directories, SA de CV and Ideas Interactivas, SA de CV | Pending Litigation | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Alleged total damages | $ 2,750,000,000 | ||||
Counterclaim filed for payments of services rendered | $ 2,600,000 | ||||
Worldwide directories, SA de CV and Ideas Interactivas, SA de CV | Settled Litigation | |||||
Commitments and Contingencies Disclosure [Line Items] | |||||
Counterclaim filed for payments of services rendered | $ 2,600,000 | ||||
Loss Contingency | $ 172,500 |
Lease Commitments (Detail)
Lease Commitments (Detail) $ in Millions | Sep. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Line Items] | |
Gross operating lease commitments, Three months ending December 31, 2015 | $ 29 |
Gross operating lease commitments, years ending December 31, 2016 | 107 |
Gross operating lease commitments, 2017 | 80 |
Gross operating lease commitments, 2018 | 56 |
Gross operating lease commitments, 2019 | 45 |
Gross operating lease commitments, 2020 | 31 |
Gross operating lease commitments, due after 5 years | 84 |
Total gross operating lease commitments | 432 |
Sublease income, Three months ending December 31, 2015 | (4) |
Sublease income, years ending December 31, 2016 | (12) |
Sublease income, 2017 | (9) |
Sublease income, 2018 | (7) |
Sublease income, 2019 | (5) |
Sublease income, 2020 | (2) |
Sublease income, due after 5 years | (4) |
Total sublease income | (43) |
Net operating lease commitments, Three months ending December 31, 2015 | 25 |
Net operating lease commitments, years ending December 31, 2016 | 95 |
Net operating lease commitments, 2017 | 71 |
Net operating lease commitments, 2018 | 49 |
Net operating lease commitments, 2019 | 40 |
Net operating lease commitments, 2020 | 29 |
Net operating lease commitments, due after 5 years | 80 |
Total net operating lease commitments | $ 389 |
Capital Lease Commitment (Detai
Capital Lease Commitment (Detail) $ in Millions | Sep. 30, 2015USD ($) |
Schedule of Capital Lease Obligations [Line Items] | |
Three months ending December 31, 2015 | $ 6 |
Years ending December 31, 2016 | 15 |
2,017 | 10 |
2,018 | 9 |
2,019 | 5 |
2,020 | 0 |
Due after 5 years | 0 |
Gross capital lease commitments | 45 |
Less: interest | 8 |
Net capital lease commitments included in other accrued expenses and current liabilities and other long-term liabilities | $ 37 |
Stock Option Activity (Detail)
Stock Option Activity (Detail) - Stock Options shares in Thousands | 9 Months Ended | |
Sep. 30, 2015$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding, beginning balance, Shares | shares | 9,225 | [1] |
Options granted, Shares | shares | 0 | |
Options assumed in acquisitions, Shares | shares | 407 | |
Options exercised, Shares | shares | (1,709) | [2] |
Options expired, Shares | shares | (579) | |
Options cancelled/forfeited, Shares | shares | (313) | |
Options outstanding, ending balance, Shares | shares | 7,031 | [1] |
Options outstanding, beginning balance, Weighted average exercise price per share | $ 18.57 | [1] |
Options granted, Weighted average exercise price per share | 0 | |
Options assumed in acquisitions, Weighted average exercise price per share | 11.89 | |
Options exercised, Weighted average exercise price per share | 16.59 | [2] |
Options expired, Weighted average exercise price per share | 19.11 | |
Options cancelled/forfeited, Weighted average exercise price per share | 19.89 | |
Options outstanding, ending balance, Weighted average exercise price per share | $ 18.56 | [1] |
[1] | Includes shares subject to performance-based stock options for which performance goals had not been set as of the date shown. | |
[2] | The Company generally issues new shares to satisfy stock option exercises. |
Stockholders' Equity and Empl81
Stockholders' Equity and Employee Benefits - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Thousands | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Mar. 31, 2015 | Nov. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payments made to taxing authorities for employees' tax obligations | $ 216,061,000 | $ 226,425,000 | ||
November 2013 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Treasury stock acquired repurchase authorization value | $ 5,000,000,000 | |||
Stock repurchase program expiration date | 2016-12 | |||
Remaining authorized purchase capacity | $ 726,000,000 | |||
Repurchases of common stock, shares | 4,000 | |||
Average purchase price per share of common stock repurchased during the period | $ 47.65 | |||
Repurchases of common stock, value | $ 204,000,000 | |||
March 2015 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Treasury stock acquired repurchase authorization value | $ 2,000,000,000 | |||
Stock repurchase program expiration date | 2018-03 | |||
Remaining authorized purchase capacity | $ 2,000,000,000 | |||
GAAP Revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Financial performance metrics for restricted stock units awards | 33.3333% | |||
Revenue ex -TAC | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Financial performance metrics for restricted stock units awards | 33.3333% | |||
Adjusted EBITDA | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Financial performance metrics for restricted stock units awards | 33.3333% | |||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unamortized stock-based compensation expense | $ 31,000,000 | |||
Stock-based compensation, recognition period | 1 year 9 months 18 days | |||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vested | 13,844 | 16,000 | ||
Shares withheld to settle employees' minimum statutory obligation for applicable income and other employment taxes | 5,300 | 6,000 | ||
Performance Based Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Financial performance metrics for stock option awards, GAAP Revenue | 33.3333% | |||
Financial performance metrics for stock option awards, Revenue ex -TAC | 33.3333% | |||
Financial performance metrics for stock option awards, Adjusted EBITDA | 33.3333% | |||
Performance Based Stock Options | First Tranche | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation, recognition period | 12 months | |||
Stock options grant date fair value | $ 31,000,000 | |||
Performance Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation, recognition period | 12 months | |||
Performance Based Restricted Stock Units | First Tranche | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units grant date fair value | $ 9,000,000 | |||
Performance Based Restricted Stock Units | Second Tranche | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units grant date fair value | 11,000,000 | |||
Performance Based Restricted Stock Units | Tranche Three | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units grant date fair value | $ 19,000,000 | |||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation, recognition period | 2 years 4 months 24 days | |||
Unamortized stock-based compensation expense, other than options | $ 764,000,000 | |||
Minimum | Performance Based Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards vesting percentage for each performance period | 0.00% | |||
Minimum | Performance Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards vesting percentage for each performance period | 0.00% | |||
Maximum | Performance Based Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards vesting percentage for each performance period | 100.00% | |||
Maximum | Performance Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards vesting percentage for each performance period | 200.00% |
Weighted Average Assumptions Us
Weighted Average Assumptions Used to Calculate Fair Value of Options Granted Including Assumed Options from Acquisitions (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Risk-free interest rate | 0.90% | 1.10% | 0.90% | 1.30% |
Expected volatility | 34.50% | 32.70% | 34.50% | 35.80% |
Expected life (in years) | 2 years 6 months | 3 years 3 months 18 days | 2 years 6 months | 3 years 9 months 7 days |
Restricted Stock Units Activity
Restricted Stock Units Activity (Detail) - Restricted Stock Units (RSUs) - $ / shares shares in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awarded and unvested, Beginning balance | [1] | 40,677 | |
Granted | [2] | 14,799 | |
Assumed in acquisitions | 0 | ||
Vested | (13,844) | (16,000) | |
Forfeited | (9,918) | ||
Awarded and unvested, Ending balance | [1] | 31,714 | |
Weighted-average grant date fair value per share, Beginning balance | [1] | $ 32.38 | |
Weighted-average grant date fair value per share, granted shares | [2] | 42.37 | |
Weighted-average grant date fair value per share, assumed in acquisitions | 0 | ||
Weighted-average grant date fair value per share, vested shares | 28.30 | ||
Weighted-average grant date fair value per share, forfeited shares | 32.93 | ||
Weighted-average grant date fair value per share, Ending balance | [1] | $ 38.66 | |
[1] | Includes the maximum number of shares issuable under the Company's performance-based restricted stock unit awards (including future-year tranches for which performance goals had not been set) as of the date shown. | ||
[2] | Includes the maximum number of shares issuable under the performance-based restricted stock unit awards granted during the nine months ended September 30, 2015 (including future-year tranches for which performance goals had not been set during the period); excludes tranches of previously granted performance-based restricted stock units for which performance goals were set during the nine months ended September 30, 2015. |
Restructuring Charges (Reversal
Restructuring Charges (Reversals), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Employee severance pay and related costs | $ 16,597 | $ 4,086 | $ 67,746 | $ 7,759 |
Non-cancelable lease, contract termination, and other charges | 11,103 | 4,545 | 33,123 | 72,983 |
Reversals of previous charges | (2,590) | (161) | (6,611) | (3,133) |
Non-cash accelerations of stock-based compensation expense | 2,705 | |||
Other non-cash charges (credits) | 902 | (31) | (7,031) | |
Restructuring charges, net | $ 26,012 | $ 8,470 | $ 96,932 | $ 70,578 |
Restructuring Charges (Revers85
Restructuring Charges (Reversals), Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | $ 26,012 | $ 8,470 | $ 96,932 | $ 70,578 | |
Restructuring liability | 74,268 | 74,268 | $ 83,608 | ||
Americas Segment | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | 9,000 | 4,000 | 62,000 | 59,000 | |
Restructuring liability | 51,891 | 51,891 | 65,949 | ||
Europe Middle East Africa Segment | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | 17,000 | 1,000 | 31,000 | 8,000 | |
Restructuring liability | 22,372 | 22,372 | 16,797 | ||
Asia Pacific Segment | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | $ 3,000 | 4,000 | $ 4,000 | ||
Restructuring liability | 5 | 5 | $ 862 | ||
Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring liability | 19,000 | 19,000 | |||
Non-Cancelable Lease Costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring liability | $ 55,000 | $ 55,000 |
Restructuring Accrual Activity
Restructuring Accrual Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Beginning balance | $ 83,608 | |||
Restructuring charges | $ 26,012 | $ 8,470 | 96,932 | $ 70,578 |
Cash paid | (102,657) | |||
Non-cash accelerations of stock-based compensation expense | (2,705) | |||
Foreign currency translation and other adjustments | (910) | |||
Ending balance | $ 74,268 | $ 74,268 |
Restructuring Accrual by Report
Restructuring Accrual by Reportable Segment (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring accruals | $ 74,268 | $ 83,608 |
Americas Segment | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring accruals | 51,891 | 65,949 |
Europe Middle East Africa Segment | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring accruals | 22,372 | 16,797 |
Asia Pacific Segment | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring accruals | $ 5 | $ 862 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | Sep. 24, 2014 | Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2012 |
Income Taxes [Line Items] | |||||||
Income tax expense (benefit) | $ (93,208) | $ 3,973,402 | $ (75,613) | $ 3,985,762 | |||
Undistributed earnings of foreign subsidiaries | 3,200,000 | 3,200,000 | |||||
Unrecognized tax benefits | 1,100,000 | 1,100,000 | |||||
Unrecognized tax benefits recorded on condensed consolidated balance sheets | 1,000,000 | 1,000,000 | |||||
Increase (decrease) in gross unrecognized tax benefit | 30,000 | ||||||
Reasonably possible reduction in unrecognized tax benefits in the next twelve months | 152,000 | 152,000 | |||||
Alibaba deferred tax liabilities | $ 9,100,000 | 9,100,000 | |||||
Tax payment related to YHK's sale of Alibaba Group ADSs | $ 3,300,000 | ||||||
Foreign Tax Authority | Tax authorities from the Brazilian State | |||||||
Income Taxes [Line Items] | |||||||
Indirect tax assessed, not accrued | $ 86,000 | ||||||
Foreign Tax Authority | Tax authorities from the Brazilian State | Earliest Tax Year | |||||||
Income Taxes [Line Items] | |||||||
Tax assessment year | 2,008 | ||||||
Foreign Tax Authority | Tax authorities from the Brazilian State | Latest Tax Year | |||||||
Income Taxes [Line Items] | |||||||
Tax assessment year | 2,011 | ||||||
Alibaba Group | |||||||
Income Taxes [Line Items] | |||||||
Number of ADSs sold at initial public offering | 140 | ||||||
Sale of investments in equity interests, shares | 523 |
Segment Information (Detail)
Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 1,225,673 | $ 1,148,140 | $ 3,694,908 | $ 3,365,061 | |
TAC | 223,229 | 54,180 | 606,598 | 143,915 | |
Revenue ex-TAC | 1,002,444 | 1,093,960 | 3,088,310 | 3,221,146 | |
Global operating costs | [1] | 603,215 | 646,042 | 1,916,240 | 1,903,194 |
Gain on sales of patents | (1,300) | (11,100) | (62,800) | ||
Asset impairment charge | 41,699 | 41,699 | |||
Restructuring charges, net | 26,012 | 8,470 | 96,932 | 70,578 | |
Depreciation and amortization | 152,412 | 149,144 | 457,630 | 453,538 | |
Stock-based compensation expense | 110,426 | 105,796 | 351,252 | 317,422 | |
Income (loss) from operations | (86,312) | 42,172 | (218,460) | 110,788 | |
Americas Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 987,374 | 873,306 | 2,964,305 | 2,545,769 | |
TAC | 201,855 | 42,607 | 549,332 | 106,997 | |
Revenue ex-TAC | 785,519 | 830,699 | 2,414,973 | 2,438,772 | |
Direct costs by segment | [2] | 84,582 | 66,516 | 240,406 | 213,000 |
Restructuring charges, net | 9,000 | 4,000 | 62,000 | 59,000 | |
Europe Middle East Africa Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 79,614 | 89,058 | 246,530 | 278,475 | |
TAC | 12,745 | 7,980 | 37,399 | 27,385 | |
Revenue ex-TAC | 66,869 | 81,078 | 209,131 | 251,090 | |
Direct costs by segment | [2] | 23,196 | 23,166 | 63,947 | 66,505 |
Restructuring charges, net | 17,000 | 1,000 | 31,000 | 8,000 | |
Asia Pacific Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 158,685 | 185,776 | 484,073 | 540,817 | |
TAC | 8,629 | 3,593 | 19,867 | 9,533 | |
Revenue ex-TAC | 150,056 | 182,183 | 464,206 | 531,284 | |
Direct costs by segment | [2] | $ 47,214 | 53,954 | 149,764 | 148,921 |
Restructuring charges, net | $ 3,000 | $ 4,000 | $ 4,000 | ||
[1] | Global operating costs include product development, marketing, real estate workplace, general and administrative, and other corporate expenses that are managed on a global basis and that are not directly attributable to any particular segment. Beginning in the fourth quarter of 2014, marketing, media, costs associated with Yahoo Properties and other ad operation costs are managed globally and included as global costs. Prior period amounts have been revised to conform to the current presentation. | ||||
[2] | Direct costs for each segment include costs associated with the local sales teams and other cost of revenue. Prior to the fourth quarter of 2014, marketing, media, costs associated with Yahoo Properties and ad operation costs were managed locally and included as direct costs for each segment. Such costs are now included in global operating costs. Prior period amounts have been revised to conform to the current presentation. |
Capital Expenditures by Segment
Capital Expenditures by Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Total capital expenditures, net | $ 150,381 | $ 112,254 | $ 440,744 | $ 304,267 |
Americas Segment | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures, net | 139,796 | 105,437 | 401,984 | 269,754 |
Europe Middle East Africa Segment | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures, net | 4,616 | 3,034 | 19,265 | 22,070 |
Asia Pacific Segment | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures, net | $ 5,969 | $ 3,783 | $ 19,495 | $ 12,443 |
Property and Equipment Net by S
Property and Equipment Net by Segment (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Total property and equipment, net | $ 1,590,439 | $ 1,487,684 |
Americas Segment | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, net | 1,495,400 | 1,383,384 |
Americas Segment | United States | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, net | 1,494,905 | 1,382,597 |
Americas Segment | Other Americas | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, net | 495 | 787 |
Europe Middle East Africa Segment | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, net | 31,710 | 34,649 |
Asia Pacific Segment | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, net | $ 63,329 | $ 69,651 |
Revenues for Groups of Similar
Revenues for Groups of Similar Services (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue from External Customer [Line Items] | ||||
Total revenue | $ 1,225,673 | $ 1,148,140 | $ 3,694,908 | $ 3,365,061 |
Search | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 509,478 | 452,355 | 1,562,270 | 1,325,540 |
Display | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 508,617 | 446,980 | 1,472,726 | 1,336,257 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 207,578 | 248,805 | 659,912 | 703,264 |
United States | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 958,394 | 839,080 | 2,887,134 | 2,444,696 |
International | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | $ 267,279 | $ 309,060 | $ 807,774 | $ 920,365 |
Search Agreement with Microso93
Search Agreement with Microsoft Corporation - Additional Information (Detail) - USD ($) $ in Millions | May. 01, 2015 | Apr. 15, 2015 | Feb. 23, 2015 | Dec. 09, 2010 | Feb. 23, 2010 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Search Agreement With Microsoft Corporation [Line Items] | ||||||||||
Percentage of search queries originating from personal computers accessing Yahoo Properties and its Affiliate sites that a payment request can be made | 51.00% | |||||||||
Revenue share rate from Microsoft's services under the Search Agreement, to be received in first five years | 88.00% | |||||||||
Revenue share rate | 93.00% | 90.00% | ||||||||
Microsoft revenue share rate before deduction of affiliate site's share of revenue | 7.00% | |||||||||
Term of search agreement with Microsoft, years | 10 years | |||||||||
Percentage of revenue attributable to Search Agreement | 33.00% | 36.00% | 36.00% | 36.00% | ||||||
Revenue collected from Search Agreement | $ 0 | $ 52 | ||||||||
Uncollected Search Agreement revenue | $ 280 | $ 280 | $ 330 | |||||||
Term of license of core search technology with Microsoft, years | 10 years |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event - Google | Oct. 19, 2015 |
Subsequent Event [Line Items] | |
Services Agreement, Effective Date | Oct. 1, 2015 |
Services Agreement, Expiration Date | Dec. 31, 2018 |