Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 22, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | EBAY INC | |
Entity Trading Symbol | EBAY | |
Entity Central Index Key | 1,065,088 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filer | No | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 1,148,904,240 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 2,686 | $ 1,832 |
Short-term investments | 5,327 | 4,299 |
Accounts receivable, net | 599 | 619 |
Other current assets | 1,091 | 1,154 |
Total current assets | 9,703 | 7,904 |
Long-term investments | 3,370 | 3,391 |
Property and equipment, net | 1,497 | 1,554 |
Goodwill | 4,519 | 4,451 |
Intangible assets, net | 82 | 90 |
Other assets | 437 | 365 |
Total assets | 19,608 | 17,755 |
Current liabilities: | ||
Short-term debt | 6 | 0 |
Accounts payable | 275 | 349 |
Accrued expenses and other current liabilities | 1,651 | 1,736 |
Deferred revenue | 115 | 106 |
Income taxes payable | 60 | 72 |
Total current liabilities | 2,107 | 2,263 |
Deferred and other tax liabilities, net | 2,080 | 2,092 |
Long-term debt | 9,030 | 6,749 |
Other liabilities | 74 | 75 |
Total liabilities | $ 13,291 | $ 11,179 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 3,580 shares authorized; 1,143 and 1,184 shares outstanding | $ 2 | $ 2 |
Additional paid-in capital | 14,627 | 14,538 |
Treasury stock at cost, 486 and 443 shares | (17,204) | (16,203) |
Retained earnings | 8,207 | 7,713 |
Accumulated other comprehensive income | 685 | 526 |
Total stockholders’ equity | 6,317 | 6,576 |
Total liabilities and stockholders’ equity | $ 19,608 | $ 17,755 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEET (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock - par value (usd per share) | $ 0.001 | $ 0.001 |
Common stock - shares authorized | 3,580,000,000 | 3,580,000,000 |
Common stock - shares outstanding | 1,143,000,000 | 1,184,000,000 |
Treasury stock - shares | 486,000,000 | 443,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF INCOME - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Net revenues | $ 2,137 | $ 2,061 |
Cost of net revenues | 477 | 411 |
Gross profit | 1,660 | 1,650 |
Operating expenses: | ||
Sales and marketing | 538 | 519 |
Product development | 239 | 221 |
General and administrative | 209 | 302 |
Provision for transaction losses | 52 | 69 |
Amortization of acquired intangible assets | 8 | 10 |
Total operating expenses | 1,046 | 1,121 |
Income from operations | 614 | 529 |
Interest and other, net | (23) | 10 |
Income from continuing operations before income taxes | 591 | 539 |
Provision for income taxes | (109) | (90) |
Income from continuing operations | 482 | 449 |
Income from discontinued operations, net of income taxes | 0 | 177 |
Net income | $ 482 | $ 626 |
Income per share - basic: | ||
Continuing operations (in usd per share) | $ 0.42 | $ 0.37 |
Discontinued operations (in usd per share) | 0 | 0.14 |
Net income per share - basic (usd per share) | 0.42 | 0.51 |
Income per share - diluted: | ||
Continuing operations (in usd per share) | 0.41 | 0.37 |
Discontinued operations (in usd per share) | 0 | 0.14 |
Net income per share - diluted (in usd per share) | $ 0.41 | $ 0.51 |
Weighted average shares: | ||
Basic (in shares) | 1,159 | 1,216 |
Diluted (in shares) | 1,170 | 1,229 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 482 | $ 626 |
Other comprehensive income (loss), net of reclassification adjustments: | ||
Foreign currency translation gain (loss) | 154 | (265) |
Unrealized gains (losses) on investments, net | 23 | (22) |
Tax benefit (expense) on unrealized gains (losses) on investments, net | (21) | 9 |
Unrealized gains (losses) on hedging activities, net | 3 | 89 |
Tax benefit (expense) on unrealized gains (losses) on hedging activities, net | 0 | 2 |
Other comprehensive income (loss), net of tax | 159 | (191) |
Comprehensive income (loss) | $ 641 | $ 435 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 482 | $ 626 |
Income from discontinued operations, net of income taxes | 0 | (177) |
Adjustments: | ||
Provision for transaction losses | 52 | 69 |
Depreciation and amortization | 167 | 160 |
Stock-based compensation | 88 | 93 |
Changes in assets and liabilities, and other, net of acquisition effects | (148) | (270) |
Net cash provided by continuing operating activities | 641 | 501 |
Net cash provided by discontinued operating activities | 0 | 650 |
Net cash provided by operating activities | 641 | 1,151 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (158) | (96) |
Purchases of investments | (2,935) | (2,420) |
Maturities and sales of investments | 2,030 | 2,019 |
Other | (12) | (1) |
Net cash used in continuing investing activities | (1,075) | (498) |
Net cash used in discontinued investing activities | 0 | (226) |
Net cash used in investing activities | (1,075) | (724) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 7 | 38 |
Repurchases of common stock | (1,001) | (1,000) |
Excess tax benefits from stock-based compensation | 1 | 20 |
Tax withholdings related to net share settlements of restricted stock units and awards | (8) | (51) |
Proceeds from issuance of long-term debt, net | 2,216 | 0 |
Other | 7 | 0 |
Net cash provided by (used in) continuing financing activities | 1,222 | (993) |
Net cash provided by discontinued financing activities | 0 | 8 |
Net cash provided by (used) in financing activities | 1,222 | (985) |
Effect of exchange rate changes on cash and cash equivalents | 66 | (297) |
Net increase (decrease) in cash and cash equivalents | 854 | (855) |
Cash and cash equivalents at beginning of period | 1,832 | 6,328 |
Cash and cash equivalents at end of period | 2,686 | 5,473 |
Less: Cash and cash equivalents of discontinued operations | 0 | 2,367 |
Cash and cash equivalents of continuing operations at end of period | 2,686 | 3,106 |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 73 | 74 |
Cash paid for income taxes | $ 31 | $ 101 |
The Company and Summary of Sign
The Company and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Summary of Significant Accounting Policies | The Company and Summary of Significant Accounting Policies The Company eBay Inc. is a global commerce leader, including our Marketplace, StubHub and Classifieds platforms. Our Marketplace platforms include our online marketplace located at www.ebay.com, its localized counterparts and the eBay mobile apps. Our StubHub platforms include our online ticket platform located at www.stubhub.com and the StubHub mobile apps. Our Classifieds platforms include a collection of brands such as Mobile.de, Kijiji, Gumtree, Marktplaats, eBay Classifieds and others. When we refer to “we,” “our,” “us” or “eBay” in this document, we mean the current Delaware corporation (eBay Inc.) and its California predecessor, as well as all of our consolidated subsidiaries, unless otherwise expressly stated or the context otherwise requires. Use of estimates The preparation of condensed consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to provisions for transaction losses, legal contingencies, income taxes, revenue recognition, stock-based compensation, goodwill and the recoverability of intangible assets. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. Principles of consolidation and basis of presentation The accompanying condensed financial statements are consolidated and include the financial statements of eBay Inc., our wholly and majority-owned subsidiaries and variable interest entities (“VIE”) where we are the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Minority interests are recorded as a noncontrolling interest. A qualitative approach is applied to assess the consolidation requirement for VIEs. Investments in entities where we hold at least a 20% ownership interest and have the ability to exercise significant influence, but not control, over the investee are accounted for using the equity method of accounting. For such investments, our share of the investees’ results of operations is included in interest and other, net and our investment balance is included in long-term investments. Investments in entities where we hold less than a 20% ownership interest are generally accounted for using the cost method of accounting, and our share of the investees’ results of operations is included in our condensed consolidated statement of income to the extent dividends are received. These condensed consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2015 . We have evaluated all subsequent events through the date these condensed consolidated financial statements were issued. In the opinion of management, these condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for fair presentation of the condensed consolidated financial statements for interim periods. Recent Accounting Pronouncements In 2014, the FASB issued new accounting guidance related to revenue recognition. This new standard will replace all current GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition guidance provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This guidance can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. In 2015, the FASB issued guidance to defer the effective date to fiscal years beginning after December 15, 2017 with early adoption for fiscal years beginning December 15, 2016. In 2016, the FASB issued additional guidance to clarify the implementation guidance. We are evaluating the impact of adopting the new accounting guidance on our consolidated financial statements. In 2015, the FASB issued new guidance related to presentation of debt issuance costs. The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We adopted this standard retrospectively in the first quarter of 2016. The balance sheet as of December 31, 2015 was retrospectively adjusted, which resulted in reductions to other assets of $30 million and long-term debt of $30 million . In 2016, the FASB issued new guidance related to accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the FASB clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2016, the FASB issued new guidance related to accounting for leases. The new guidance requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2016, the FASB issued new guidance to revise aspects of stock-based compensation guidance which include income tax consequences, classification of awards as equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share is computed by dividing net income for the period by the weighted average number of common shares outstanding during the period. Diluted net income per share is computed by dividing net income for the period by the weighted average number of shares of common stock and potentially dilutive common stock outstanding during the period. The dilutive effect of outstanding options and equity incentive awards is reflected in diluted net income per share by application of the treasury stock method. The calculation of diluted net income per share excludes all anti-dilutive common shares. The following table sets forth the computation of basic and diluted net income per share for the periods indicated: Three Months Ended 2016 2015 (In millions, except per share amounts) Numerator: Income from continuing operations $ 482 $ 449 Income from discontinued operations, net of income taxes — 177 Net income $ 482 $ 626 Denominator: Weighted average shares of common stock - basic 1,159 1,216 Dilutive effect of equity incentive awards 11 13 Weighted average shares of common stock - diluted 1,170 1,229 Income per share - basic: Continuing operations $ 0.42 $ 0.37 Discontinued operations — 0.14 Net income per share - basic $ 0.42 $ 0.51 Income per share - diluted: Continuing operations $ 0.41 $ 0.37 Discontinued operations — 0.14 Net income per share - diluted $ 0.41 $ 0.51 Common stock equivalents excluded from income per diluted share because their effect would have been anti-dilutive 6 4 |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On June 26, 2015, our Board approved the separation of PayPal through the distribution of 100% of the outstanding common stock of PayPal Holdings, Inc. ("PayPal") to our stockholders (the "Distribution"). To consummate the Distribution, our Board declared a pro rata dividend of PayPal Holdings, Inc. common stock to eBay’s stockholders of record as of the close of business on July 8, 2015 (the “Record Date”). Each eBay stockholder received one ( 1 ) share of PayPal Holdings, Inc. common stock for every share of eBay common stock held at the close of business on the Record Date. The Distribution occurred on July 17, 2015. Immediately following the Distribution, PayPal became an independent, publicly traded company and is listed on The NASDAQ Stock Market under the ticker “PYPL.” eBay continues to trade on The NASDAQ Stock Market under the ticker “EBAY.” We have classified the results of PayPal as discontinued operations in our consolidated statement of income for all periods presented. In connection with the Distribution, we reviewed our capital allocation strategy to ensure that each of PayPal and eBay would be well capitalized at Distribution. Pursuant to the terms of the separation and distribution agreement entered into between us and PayPal on June 26, 2015, upon Distribution, assets related to the PayPal business were transferred to, and liabilities related to the PayPal business were retained or assumed by, PayPal. As part of this strategy, we contributed approximately $3.8 billion of cash to PayPal in 2015. During the second quarter of 2015, our Board approved a plan to sell the businesses underlying our former Enterprise segment (“Enterprise”). Based on the expected sales proceeds, we recorded a goodwill impairment of $786 million in the second quarter of 2015. On July 16, 2015, we signed a definitive agreement to sell Enterprise for $925 million and on November 2, 2015, the sale closed. We recorded a loss of $35 million upon closing included within income from discontinued operations, net of income taxes. We have classified the results of Enterprise as discontinued operations in our condensed consolidated statement of income for all periods presented. The financial results of PayPal and Enterprise are presented as income from discontinued operations, net of income taxes on our condensed consolidated statement of income. The following table presents the combined financial results of PayPal and Enterprise for the three months ended March 31, 2016 and 2015: Three Months Ended 2016 2015 (In millions) Net revenues $ — $ 2,387 Cost of net revenues — 1,039 Gross profit — 1,348 Operating expenses: Sales and marketing — 275 Product development — 264 General and administrative (2 ) 363 Provision for transaction and loan losses — 195 Amortization of acquired intangible assets — 48 Total operating expenses (2 ) 1,145 Income from operations of discontinued operations 2 203 Interest and other, net — (2 ) Income from discontinued operations before income taxes 2 201 Provision for income taxes (2 ) (24 ) Income from discontinued operations, net of income taxes $ — $ 177 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table presents goodwill balances and adjustments to those balances during the three months ended March 31, 2016 : December 31, Goodwill Acquired Adjustments March 31, (In millions) Goodwill $ 4,451 $ 6 $ 62 $ 4,519 The adjustments to goodwill during the three months ended March 31, 2016 were due primarily to foreign currency translation. Intangible Assets The components of identifiable intangible assets are as follows: March 31, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (Years) (In millions, except years) Intangible assets: Customer lists and user base $ 425 $ (408 ) $ 17 5 $ 419 $ (399 ) $ 20 5 Marketing related 608 (586 ) 22 5 594 (570 ) 24 5 Developed technologies 244 (221 ) 23 4 238 (215 ) 23 4 All other 157 (137 ) 20 4 157 (134 ) 23 4 $ 1,434 $ (1,352 ) $ 82 $ 1,408 $ (1,318 ) $ 90 Amortization expense for intangible assets was $12 million and $16 million for the three months ended March 31, 2016 and 2015 , respectively. Expected future intangible asset amortization as of March 31, 2016 is as follows (in millions): Fiscal years: Remaining 2016 $ 35 2017 35 2018 11 2019 1 2020 — Thereafter — $ 82 |
Segments
Segments | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segments | Segments We have one operating and reportable segment. Our chief operating decision maker reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The following table sets forth the breakdown of net revenues by type for the periods presented: Three Months Ended 2016 2015 (In millions) Net Revenues by Type: Net transaction revenues: Marketplace $ 1,500 $ 1,536 StubHub 177 132 Total net transaction revenues 1,677 1,668 Marketing services and other revenues: Marketplace 274 235 Classifieds 186 162 Corporate and other — (4 ) Total marketing services and other revenues 460 393 Total net revenues $ 2,137 $ 2,061 |
Investments
Investments | 3 Months Ended |
Mar. 31, 2016 | |
Investments [Abstract] | |
Investments | Investments At March 31, 2016 and December 31, 2015 , the estimated fair value of our short-term and long-term investments classified as available for sale, were as follows: March 31, 2016 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In millions) Short-term investments: Restricted cash $ 25 $ — $ — $ 25 Corporate debt securities (1) 4,349 2 (56 ) 4,295 Government and agency securities 50 — — 50 Equity instruments 9 948 — 957 $ 4,433 $ 950 $ (56 ) $ 5,327 Long-term investments: Corporate debt securities (1) 3,266 16 (42 ) 3,240 $ 3,266 $ 16 $ (42 ) $ 3,240 (1) At March 31, 2016 investment securities with a fair value and an unrealized foreign exchange loss of $1.1 billion and $55 million , respectively, were held by a foreign subsidiary in which the U.S. Dollar is not the functional currency. December 31, 2015 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In millions) Short-term investments: Restricted cash $ 28 $ — $ — $ 28 Corporate debt securities 3,302 1 (16 ) 3,287 Government and agency securities 55 — — 55 Equity instruments 9 920 — 929 $ 3,394 $ 921 $ (16 ) $ 4,299 Long-term investments: Corporate debt securities 3,327 7 (67 ) 3,267 $ 3,327 $ 7 $ (67 ) $ 3,267 At March 31, 2016 , investment securities in a continuous loss position for greater than 12 months had an estimated fair value and unrealized loss of $485 million and $35 million , respectively. At December 31, 2015 , investment securities in a continuous loss position for greater than 12 months had an estimated fair value and unrealized loss of $769 million and $40 million , respectively. Refer to “Note 14 - Accumulated Other Comprehensive Income” for amounts reclassified to earnings from unrealized gains and losses. The estimated fair values of our short-term and long-term investments classified as available for sale by date of contractual maturity at March 31, 2016 are as follows: March 31, (In millions) One year or less (including restricted cash of $25) $ 4,369 One year through two years 1,476 Two years through three years 1,482 Three years through four years 242 Four years through five years 36 Five years through six years — Six years through seven years — Seven years through eight years 5 Eight years through nine years — Nine years through ten years — $ 7,610 Equity and cost method investments We have made multiple equity and cost method investments which are reported in long-term investments on our condensed consolidated balance sheet. As of March 31, 2016 and December 31, 2015 , our equity and cost method investments totaled $130 million and $124 million , respectively. |
Fair Value Measurement of Asset
Fair Value Measurement of Assets and Liabilities | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement of Assets and Liabilities | Fair Value Measurement of Assets and Liabilities The following tables summarize our financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 : Description Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) (In millions) Assets: Cash and cash equivalents $ 2,686 $ 2,156 $ 530 Short-term investments: Restricted cash 25 25 — Corporate debt securities 4,295 — 4,295 Government and agency securities 50 — 50 Equity instruments 957 957 — Total short-term investments 5,327 982 4,345 Derivatives 190 — 190 Long-term investments: Corporate debt securities 3,240 — 3,240 Total long-term investments 3,240 — 3,240 Total financial assets $ 11,443 $ 3,138 $ 8,305 Liabilities: Derivatives $ 62 $ — $ 62 Description Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) (In millions) Assets: Cash and cash equivalents $ 1,832 $ 1,664 $ 168 Short-term investments: Restricted cash 28 28 — Corporate debt securities 3,287 — 3,287 Government and agency securities 55 — 55 Equity instruments 929 929 — Total short-term investments 4,299 957 3,342 Derivatives 97 — 97 Long-term investments: Corporate debt securities 3,267 — 3,267 Total long-term investments 3,267 — 3,267 Total financial assets $ 9,495 $ 2,621 $ 6,874 Liabilities: Derivatives $ 25 $ — $ 25 Our financial assets and liabilities are valued using market prices on both active markets (level 1) and less active markets (level 2). Level 1 instrument valuations are obtained from real-time quotes for transactions in active exchange markets involving identical assets. Level 2 instrument valuations are obtained from readily available pricing sources for comparable instruments, identical instruments in less active markets, or models using market observable inputs. The majority of our derivative instruments are valued using pricing models that take into account the contract terms as well as multiple inputs where applicable, such as equity prices, interest rate yield curves, option volatility and currency rates. We did not have any transfers of financial instruments between valuation levels during the three months ended March 31, 2016 . Cash and cash equivalents are short-term, highly liquid investments with original or remaining maturities of three months or less when purchased and are comprised primarily of bank deposits, certificates of deposit and commercial paper. In addition, we had cost and equity method investments of approximately $130 million and $124 million included in long-term investments on our condensed consolidated balance sheet at March 31, 2016 and December 31, 2015 , respectively. Our derivative instruments vary in duration depending on contract type. Our foreign exchange derivative contracts are primarily short-term in nature, generally one month to one year in duration. Certain foreign currency contracts designated as cash flow hedges may have a duration of up to 18 months . The duration of our interest rate derivative contracts match the duration of the fixed rate notes due 2019, 2021 and 2024. As of March 31, 2016 and December 31, 2015 , we held no direct investments in auction rate securities, collateralized debt obligations, structured investment vehicles or mortgage-backed securities. Other financial instruments, including accounts receivable and accounts payable, are carried at cost, which approximates their fair value because of the short-term nature of these instruments. |
Derivative Instruments
Derivative Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Summary of Derivative Instruments Our primary objective in holding derivatives is to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates and interest rates. Our derivatives expose us to credit risk to the extent that the counterparties may be unable to meet the terms of the arrangement. We seek to mitigate such risk by limiting our counterparties to, and by spreading the risk across, major financial institutions. In addition, the potential risk of loss with any one counterparty resulting from this type of credit risk is monitored on an ongoing basis. To further limit credit risk, we also enter into collateral security arrangements related to certain interest rate derivative instruments whereby collateral is posted between counterparties if the fair value of the derivative instrument exceeds certain thresholds. Additional collateral would be required in the event of a significant credit downgrade by either party. Foreign Exchange Contracts We transact business in various foreign currencies and have significant international revenues as well as costs denominated in foreign currencies, which subjects us to foreign currency risk. We use foreign currency exchange contracts, primarily short-term in nature, generally one month to one year in duration but with maturities up to 18 months , to reduce the volatility of cash flows primarily related to forecasted revenues, expenses, assets and liabilities denominated in foreign currencies. The objective of the foreign exchange contracts is to better ensure that ultimately the U.S. dollar-equivalent cash flows are not adversely affected by changes in the applicable U.S. dollar/foreign currency exchange rate. For derivative instruments that are designated as cash flow hedges, the effective portion of the derivative’s gain or loss is initially reported as a component of accumulated other comprehensive income (loss) and subsequently reclassified into earnings in the same period the forecasted transaction affects earnings. The ineffective portion of the unrealized gains and losses on these contracts, if any, is recorded immediately in earnings. We evaluate the effectiveness of our foreign exchange contracts on a quarterly basis. We do not use any foreign exchange contracts for trading purposes. For our derivative instruments designated as cash flow hedges, the amounts recognized in earnings related to the ineffective portion were not material in each of the periods presented, and we did not exclude any component of the changes in fair value of the derivative instruments from the assessment of hedge effectiveness. As of March 31, 2016 , we have estimated that approximately $42 million of net derivative gains related to our cash flow hedges included in accumulated other comprehensive income will be reclassified into earnings within the next 12 months. Interest Rate Contracts In connection with the July 2014 issuance of our fixed rate notes due 2019, 2021 and 2024, we entered into certain interest rate swap agreements that have the economic effect of modifying the fixed interest obligations associated with $2.4 billion of these notes so that the interest payable on these senior notes effectively became variable based on London InterBank Offered Rate (LIBOR) plus a spread. We have designated these swap agreements as qualifying hedging instruments and are accounting for them as fair value hedges. These transactions are characterized as fair value hedges for financial accounting purposes because they protect us against changes in the fair value of certain of our fixed rate borrowings due to benchmark interest rate movements. Changes in the fair values of these interest rate swap agreements are recognized in other assets or other liabilities with a corresponding increase or decrease in long-term debt. Each quarter we pay interest based on LIBOR plus a spread to the counterparty and on a semi-annual basis receive interest from the counterparty per the fixed rate of these senior notes. The net amount is recognized as interest expense in interest and other, net. The ineffective portion of the unrealized gains and losses on these contracts, if any, is recorded immediately in earnings. We evaluate the effectiveness of our contracts on a quarterly basis. We do not use any interest rate swap agreements for trading purposes. For our derivative instruments designated as fair value hedges, the amounts recognized in earnings related to the ineffective portion were not material in each of the periods presented, and we did not exclude any component of the changes in fair value of the derivative instruments from the assessment of hedge effectiveness. Fair Value of Derivative Contracts The fair values of our outstanding derivative instruments as of March 31, 2016 and December 31, 2015 were as follows: Balance Sheet Location March 31, December 31, (In millions) Derivative Assets: Foreign exchange contracts designated as cash flow hedges Other Current Assets $ 54 $ 42 Foreign exchange contracts not designated as hedging instruments Other Current Assets 32 14 Interest rate contracts designated as fair value hedges Other Assets 104 41 Total derivative assets $ 190 $ 97 Derivative Liabilities: Foreign exchange contracts designated as cash flow hedges Other Current Liabilities $ 12 $ 1 Foreign exchange contracts not designated as hedging instruments Other Current Liabilities 50 24 Total derivative liabilities $ 62 $ 25 Total fair value of derivative instruments $ 128 $ 72 Under the master netting agreements with the respective counterparties to our derivative contracts, subject to applicable requirements, we are allowed to net settle transactions of the same type with a single net amount payable by one party to the other. However, we have elected to present the derivative assets and derivative liabilities on a gross basis on our condensed consolidated balance sheet. As of March 31, 2016 , the potential effect of rights of set-off associated with the foreign exchange contracts discussed above would be an offset to both assets and liabilities by $56 million , resulting in net derivative assets and derivative liabilities of $30 million and $6 million , respectively. We are not required to pledge, nor are we entitled to receive, collateral related to our foreign exchange derivative transactions. As of March 31, 2016 , we had neither pledged nor received collateral related to our interest rate derivative transactions. Effect of Derivative Contracts on Accumulated Other Comprehensive Income The following table summarizes the activity of derivative contracts that qualify for hedge accounting as of March 31, 2016 and December 31, 2015 , and the impact of these derivative contracts on accumulated other comprehensive income for the three months ended March 31, 2016 : December 31, 2015 Amount of gain (loss) recognized in other comprehensive income (effective portion) Amount of gain (loss) reclassified from accumulated other comprehensive income to earnings (effective portion) March 31, 2016 (In millions) Foreign exchange contracts designated as cash flow hedges $ 36 $ 19 $ 16 $ 39 The following table summarizes the activity of derivative contracts that qualify for hedge accounting as of March 31, 2015 and December 31, 2014 , and the impact of these derivative contracts on accumulated other comprehensive income for the three months ended March 31, 2015 : December 31, 2014 Amount of gain (loss) recognized in other comprehensive income (effective portion) Amount of gain (loss) reclassified from accumulated other comprehensive income to earnings (effective portion) March 31, 2015 (In millions) Foreign exchange contracts designated as cash flow hedges $ 41 $ 45 $ 20 $ 66 Effect of Derivative Contracts on Condensed Consolidated Statement of Income The following table provides the location in our financial statements of the recognized gains or losses related to our foreign exchange derivative instruments: Three Months Ended 2016 2015 (In millions) Foreign exchange contracts designated as cash flow hedges recognized in cost of net revenues and operating expenses $ 4 $ 20 Foreign exchange contracts designated as cash flow hedges recognized in interest and other, net 12 — Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net (2 ) 16 Total gain (loss) recognized from foreign exchange derivative contracts in the condensed consolidated statement of income $ 14 $ 36 The following table provides the location in our financial statements of the recognized gains or losses related to our interest rate derivative instruments: Three Months Ended 2016 2015 (In millions) Gain (loss) from interest rate contracts designated as fair value hedges recognized in interest and other, net $ 63 $ 37 Gain (loss) from hedged items attributable to hedged risk recognized in interest and other, net (63 ) (37 ) Total gain (loss) recognized from interest rate derivative contracts in the condensed consolidated statement of income $ — $ — Notional Amounts of Derivative Contracts Derivative transactions are measured in terms of the notional amount, but this amount is not recorded on the balance sheet and is not, when viewed in isolation, a meaningful measure of the risk profile of the instruments. The notional amount is generally not exchanged, but is used only as the basis on which the value of foreign exchange payments under these contracts are determined. The following table provides the notional amounts of our outstanding derivatives: March 31, 2016 2015 (In millions) Foreign exchange contracts designated as cash flow hedges $ 1,542 $ 489 Foreign exchange contracts not designated as hedging instruments 2,864 2,256 Interest rate contracts designated as fair value hedges 2,400 2,400 Total $ 6,806 $ 5,145 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the carrying value of our outstanding debt: Coupon As of Effective As of Effective Rate March 31, 2016 Interest Rate December 31, 2015 Interest Rate (In millions, except percentages) Long-Term Debt Floating Rate Notes: Senior notes due 2017 LIBOR plus 0.20% $ 450 0.651 % $ 450 0.586 % Senior notes due 2019 LIBOR plus 0.48% 400 0.853 % 400 0.825 % Fixed Rate Notes: Senior notes due 2017 1.350 % 1,000 1.456 % 1,000 1.456 % Senior notes due 2018 2.500 % 750 2.775 % — — % Senior notes due 2019 2.200 % 1,150 2.346 % 1,150 2.346 % Senior notes due 2020 3.250 % 500 3.389 % 500 3.389 % Senior notes due 2021 2.875 % 750 2.993 % 750 2.993 % Senior notes due 2022 3.800 % 750 3.989 % — — % Senior notes due 2022 2.600 % 1,000 2.678 % 1,000 2.678 % Senior notes due 2024 3.450 % 750 3.531 % 750 3.531 % Senior notes due 2042 4.000 % 750 4.114 % 750 4.114 % Senior notes due 2056 6.000 % 750 6.547 % — — % Total senior notes 9,000 6,750 Hedge accounting fair value adjustments 104 41 Unamortized discount and debt issuance costs (74 ) (42 ) Total long-term debt $ 9,030 $ 6,749 Short-Term Debt Other indebtedness 6 — Total short-term debt 6 — Total Debt $ 9,036 $ 6,749 Senior Notes In the three months ended March 31, 2016, we issued senior unsecured notes, or senior notes, in an aggregate principal amount of $2.25 billion . This consists of $750 million aggregate principal amount of 2.500% fixed rate notes due 2018, $750 million aggregate principal amount of 3.800% fixed rate notes due 2022 and $750 million aggregate principal amount of 6.000% fixed rate notes due 2056. The floating rate notes are not redeemable prior to maturity. On and after March 1, 2021, we may redeem some or all of the fixed rate notes due 2056 at any time and from time to time prior to their maturity at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest. We may redeem some or all of the other fixed rate notes of each series at any time and from time to time prior to their maturity, generally at a make-whole redemption price, plus accrued and unpaid interest. If a change of control triggering event (as defined in the applicable notes) occurs with respect to the 2.500% fixed rate notes due 2018, the 3.800% fixed rate notes due 2022 or the 6.000% fixed rate notes due 2056, we must, subject to certain exceptions, offer to repurchase all of the notes of the applicable series at a price equal to 101% of the principal amount, plus accrued and unpaid interest. To help achieve our interest rate risk management objectives, in connection with the previous issuance of certain senior notes, we entered into interest rate swap agreements that effectively converted $2.4 billion of our fixed rate debt to floating rate debt based on LIBOR plus a spread. These swaps were designated as fair value hedges against changes in the fair value of certain fixed rate senior notes resulting from changes in interest rates. The gains and losses related to changes in the fair value of interest rate swaps substantially offset changes in the fair value of the hedged portion of the underlying debt that are attributable to changes in market interest rates. The effective interest rates for our senior notes include the interest payable, the amortization of debt issuance costs and the amortization of any original issue discount on these senior notes. Interest on these senior notes is payable either quarterly or semiannually. Interest expense associated with these senior notes, including amortization of debt issuance costs, during the three months ended March 31, 2016 and 2015 was approximately $50 million and $45 million , respectively. At March 31, 2016 , the estimated fair value of these senior notes was approximately $8.9 billion . The indenture pursuant to which the senior notes were issued includes customary covenants that, among other things and subject to exceptions, limit our ability to incur, assume or guarantee debt secured by liens on specified assets or enter into sale and lease-back transactions with respect to specified properties, and also includes customary events of default. Commercial Paper We have an up to $1.5 billion commercial paper program pursuant to which we may issue commercial paper notes with maturities of up to 397 days from the date of issue in an aggregate principal amount at maturity of up to $1.5 billion outstanding at any time. As of March 31, 2016 , there were no commercial paper notes outstanding. Credit Agreement As of March 31, 2016 , no borrowings were outstanding under our $2 billion credit agreement. However, as described above, we have an up to $1.5 billion commercial paper program and therefore maintain $1.5 billion of available borrowing capacity under our credit agreement in order to repay commercial paper borrowings in the event we are unable to repay those borrowings from other sources when they become due. As a result, at March 31, 2016 , $500 million of borrowing capacity was available for other purposes permitted by the credit agreement. The credit agreement includes customary representations, warranties, affirmative and negative covenants, including financial covenants, events of default and indemnification provisions in favor of the banks. The negative covenants include restrictions regarding the incurrence of liens and subsidiary indebtedness, in each case, subject to certain exceptions. The financial covenants require us to meet a quarterly financial test with respect to a minimum consolidated interest coverage ratio and a maximum consolidated leverage ratio. The events of default include the occurrence of a change of control (as defined in the credit agreement) with respect to us. We were in compliance with all covenants in our outstanding debt instruments for the three-month period ended March 31, 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation and Other Legal Matters Overview We are involved in legal and regulatory proceedings on an ongoing basis. Many of these proceedings are in early stages and may seek an indeterminate amount of damages. If we believe that a loss arising from such matters is probable and can be reasonably estimated, we accrue the estimated liability in our financial statements. If only a range of estimated losses can be determined, we accrue an amount within the range that, in our judgment, reflects the most likely outcome; if none of the estimates within that range is a better estimate than any other amount, we accrue the low end of the range. For those proceedings in which an unfavorable outcome is reasonably possible but not probable, we have disclosed an estimate of the reasonably possible loss or range of losses or we have concluded that an estimate of the reasonably possible loss or range arising directly from the proceeding (i.e., monetary damages or amounts paid in judgment or settlement) are not material. If we cannot estimate the probable or reasonably possible loss or range of losses arising from a proceeding, we have disclosed that fact. In assessing the materiality of a proceeding, we evaluate, among other factors, the amount of monetary damages claimed, as well as the potential impact of non-monetary remedies sought by plaintiffs (e.g., injunctive relief) that may require us to change our business practices in a manner that could have a material adverse impact on our business. With respect to the matters disclosed in this Note 10, we are unable to estimate the possible loss or range of losses that could potentially result from the application of such non-monetary remedies. Amounts accrued for legal and regulatory proceedings for which we believe a loss is probable were not material for the three months ended March 31, 2016 . Except as otherwise noted for the proceedings described in this Note 10, we have concluded, based on currently available information, that reasonably possible losses arising directly from the proceedings (i.e., monetary damages or amounts paid in judgment or settlement) in excess of our recorded accruals are also not material. However, legal and regulatory proceedings are inherently unpredictable and subject to significant uncertainties. If one or more matters were resolved against us in a reporting period for amounts in excess of management’s expectations, the impact on our operating results or financial condition for that reporting period could be material. Litigation In March 2015, StubHub filed suit against Ticketmaster and the Golden State Warriors, alleging antitrust and various state law violations arising out of the defendants’ restrictive ticketing practices, which include prohibiting the resale of Warriors tickets on StubHub or any other non-Ticketmaster secondary exchange (StubHub, Inc. v. Golden State Warriors, LLC et al, N.D. Cal. No. 3:15-cv-01436). StubHub filed a First Amended Complaint on June 30, 2015. The defendants filed a Motion to Dismiss the Amended Complaint which was granted in November 2015. StubHub is appealing this decision. Regulatory Proceedings In May 2014, we publicly announced that criminals were able to penetrate our network and steal certain data, including user names, encrypted user passwords and other non-financial user data. Upon making this announcement, we required all buyers and sellers on our platform to reset their passwords in order to login to their account. In addition to making this public announcement, we proactively approached a number of regulatory and governmental bodies, including those with the most direct supervisory authority over our data privacy and data security programs, to specifically inform them of the incident and our actions to protect our customers in response. Certain of those regulatory agencies have requested us to provide further, more detailed information regarding the incident, and we believe that we have fully cooperated in all of those requests. To date, we have not been informed by any regulatory authority of an intention to bring any enforcement action arising from this incident; however, in the future we may be subject to fines or other regulatory action. In addition, in July 2014, a putative class action lawsuit was filed against us for alleged violations and harm resulting from the incident. The lawsuit was dismissed with leave to amend. General Matters Other third parties have from time to time claimed, and others may claim in the future, that we have infringed their intellectual property rights. We are subject to patent disputes, and expect that we will increasingly be subject to additional patent infringement claims involving various aspects of our business as our products and services continue to expand in scope and complexity. Such claims may be brought directly or indirectly against our companies and/or against our customers (who may be entitled to contractual indemnification under their contracts with us), and we are subject to increased exposure to such claims as a result of our acquisitions and divestitures and in cases where we are entering new lines of business. We have in the past been forced to litigate such claims. We may also become more vulnerable to third-party claims as laws such as the Digital Millennium Copyright Act, the Lanham Act and the Communications Decency Act are interpreted by the courts, and as we expand the scope of our business (both in terms of the range of products and services that we offer and our geographical operations) and become subject to laws in jurisdictions where the underlying laws with respect to the potential liability of online intermediaries like ourselves are either unclear or less favorable. We believe that additional lawsuits alleging that we have violated patent, copyright or trademark laws will be filed against us. Intellectual property claims, whether meritorious or not, are time consuming and costly to defend and resolve, could require expensive changes in our methods of doing business or could require us to enter into costly royalty or licensing agreements on unfavorable terms. From time to time, we are involved in other disputes or regulatory inquiries that arise in the ordinary course of business, including suits by our users (individually or as class actions) alleging, among other things, improper disclosure of our prices, rules or policies, that our practices, prices, rules, policies or customer/user agreements violate applicable law or that we have acted unfairly and/or not acted in conformity with such prices, rules, policies or agreements. Further, the number and significance of these disputes and inquiries are increasing as we have grown larger, our businesses have expanded in scope (both in terms of the range of products and services that we offer and our geographical operations) and our products and services have increased in complexity. Any claims or regulatory actions against us, whether meritorious or not, could be time consuming, result in costly litigation, damage awards (including statutory damages for certain causes of action in certain jurisdictions), injunctive relief or increased costs of doing business through adverse judgment or settlement, require us to change our business practices in expensive ways, require significant amounts of management time, result in the diversion of significant operational resources or otherwise harm our business. Indemnification Provisions We entered into a separation and distribution agreement and various other agreements with PayPal to govern the separation and relationship of the two companies going forward. These agreements provide for specific indemnity and liability obligations and could lead to disputes between us and PayPal, which may be significant. In addition, the indemnity rights we have against PayPal under the agreements may not be sufficient to protect us and our indemnity obligations to PayPal may be significant. In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with which we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In certain cases, we have agreed to provide indemnification for intellectual property infringement. It is not possible to determine the maximum potential loss under these indemnification provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, losses recorded in our consolidated statement of income in connection with our indemnification provisions have not been significant, either individually or collectively. Off-Balance Sheet Arrangements As of March 31, 2016 , we had no off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our consolidated financial condition, results of operations, liquidity, capital expenditures or capital resources. We have a cash pooling arrangement with a financial institution for cash management purposes. This arrangement allows for cash withdrawals from the financial institution based upon our aggregate operating cash balances held within the same financial institution (“Aggregate Cash Deposits”). This arrangement also allows us to withdraw amounts exceeding the Aggregate Cash Deposits up to an agreed-upon limit. The net balance of the withdrawals and the Aggregate Cash Deposits are used by the financial institution as a basis for calculating our net interest expense or income under the arrangement. As of March 31, 2016 , we had a total of $1.4 billion in cash withdrawals offsetting our $1.4 billion in Aggregate Cash Deposits held within the financial institution under the cash pooling arrangement. |
Stock Repurchase Programs
Stock Repurchase Programs | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stock Repurchase Programs | Stock Repurchase Programs In January 2015, our Board authorized an additional $2 billion stock repurchase program, with no expiration from the date of authorization. In June 2015, our Board authorized an additional $1 billion stock repurchase program, with no expiration from the date of authorization. The stock repurchase programs are intended to programmatically offset the impact of dilution from our equity compensation programs and, subject to market conditions and other factors, to make opportunistic repurchases of our common stock to reduce our outstanding share count. Any share repurchases under our stock repurchase programs may be made through open market transactions, block trades, privately negotiated transactions (including accelerated share repurchase transactions) or other means at times and in such amounts as management deems appropriate and will be funded from our working capital or other financing alternatives. Our stock repurchase programs may be limited or terminated at any time without prior notice. The timing and actual number of shares repurchased will depend on a variety of factors, including corporate and regulatory requirements, price and other market conditions and management’s determination as to the appropriate use of our cash. The stock repurchase activity under our stock repurchase programs during the three months ended March 31, 2016 is summarized as follows: Shares Repurchased Average Price per Share (1) Value of Shares Repurchased Remaining Amount Authorized (In millions, except per share amounts) Balance as of January 1, 2016 $ 1,836 Repurchase of shares of common stock 42 $ 23.67 1,000 (1,000 ) Balance as of March 31, 2016 $ 836 (1) Excludes broker commissions. As of March 31, 2016 , a total of approximately $836 million remained available for future repurchases of our common stock under our June 2015 stock repurchase program. These repurchased shares of common stock were recorded as treasury stock and were accounted for under the cost method. No repurchased shares of common stock have been retired. |
Stock-Based Plans
Stock-Based Plans | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Plans | Stock-Based Plans Stock Option Activity The following table summarizes stock option activity for the three months ended March 31, 2016 : Options (In millions) Outstanding as of January 1, 2016 7 Granted and assumed — Exercised — Forfeited/expired/canceled (1 ) Outstanding as of March 31, 2016 6 Restricted Stock Unit Activity The following table summarizes restricted stock unit (“RSU”) activity for the three months ended March 31, 2016 : Units (In millions) Outstanding as of January 1, 2016 36 Awarded and assumed 1 Vested (1 ) Forfeited — Outstanding as of March 31, 2016 36 The weighted average grant date fair value for RSUs awarded during the period was $23.31 per share. Stock-Based Compensation Expense The impact on our results of operations of recording stock-based compensation expense for the three months ended March 31, 2016 and 2015 was as follows: Three Months Ended March 31, 2016 2015 (In millions) Cost of net revenues $ 7 $ 8 Sales and marketing 21 24 Product development 31 29 General and administrative 29 32 Total stock-based compensation expense $ 88 $ 93 Capitalized in product development $ 3 $ 3 Stock Option Valuation Assumptions We calculated the fair value of each stock option award on the date of grant using the Black-Scholes option pricing model. The following weighted average assumptions were used for the three months ended March 31, 2015 : Three Months Ended March 31, 2015 Risk-free interest rate 1.46 % Expected life (in years) 4.4 Dividend yield — % Expected volatility 27 % An immaterial amount of stock options were granted during the three months ended March 31, 2016 . Our computation of expected volatility is based on a combination of historical and market-based implied volatility from traded options on our common stock. Our computation of expected life is based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior. The interest rate for periods within the contractual life of the award is based on the U.S. Treasury yield curve in effect at the time of grant. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We are subject to both direct and indirect taxation in the U.S. and various states and foreign jurisdictions. We are under examination by certain tax authorities for the 2003 to 2013 tax years. We believe that adequate amounts have been reserved for any adjustments that may ultimately result from these or other examinations. The material jurisdictions where we are subject to potential examination by tax authorities for certain tax years after 2002 include, among others, the U.S. (Federal and California), France, Germany, Italy, Korea, Israel, Switzerland, Singapore, United Kingdom and Canada. Although the timing of the resolution and/or closure of audits is highly uncertain, it is reasonably possible that the balance of gross unrecognized tax benefits could significantly change in the next 12 months. However, given the number of years remaining subject to examination and the number of matters being examined, we are unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. On July 27, 2015, in Altera Corp. v. Commissioner , the U.S. Tax Court issued an opinion related to the treatment of stock-based compensation expense in an intercompany cost-sharing arrangement. A final decision was issued by the Tax Court in December 2015. At this time, the U.S. Department of the Treasury has not withdrawn the requirement to include stock-based compensation from its regulations. Due to the uncertainty surrounding the status of the current regulations, questions related to the scope of potential benefits or obligations, and the risk of the Tax Court’s decision being overturned upon appeal, we have not recorded any benefit or expense as of March 31, 2016. We will continue to monitor ongoing developments and potential impacts to our consolidated financial statements. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income The following table summarizes the changes in accumulated balances of other comprehensive income for the three months ended March 31, 2016 : Unrealized Gains (Losses) on Cash Flow Hedges Unrealized Gains on Investments Foreign Currency Translation Estimated tax (expense) benefit Total (In millions) Beginning balance $ 36 $ 845 $ (45 ) $ (310 ) $ 526 Other comprehensive income (loss) before reclassifications 19 18 154 (21 ) 170 Amount of gain (loss) reclassified from accumulated other comprehensive income 16 (5 ) — — 11 Net current period other comprehensive income 3 23 154 (21 ) 159 Ending balance $ 39 $ 868 $ 109 $ (331 ) $ 685 The following table summarizes the changes in accumulated balances of other comprehensive income for the three months ended March 31, 2015 : Unrealized Gains (Losses) on Cash Flow Hedges Unrealized Gains on Investments Foreign Currency Translation Estimated tax (expense) benefit Total (In millions) Beginning balance $ 168 $ 1,029 $ 334 $ (360 ) $ 1,171 Other comprehensive income (loss) before reclassifications 159 (23 ) (265 ) 7 (122 ) Amount of gain (loss) reclassified from accumulated other comprehensive income 70 (1 ) — — 69 Net current period other comprehensive income 89 (22 ) (265 ) 7 (191 ) Ending balance $ 257 $ 1,007 $ 69 $ (353 ) $ 980 The following table provides details about reclassifications out of accumulated other comprehensive income for the three months ended March 31, 2016 and 2015 : Details about Accumulated Other Comprehensive Income Components Affected Line Item in the Statement of Income Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income Three Months Ended Three Months Ended Gains (losses) on cash flow hedges - foreign exchange contracts Cost of net revenues $ 2 $ 6 Sales and marketing — 1 Product development 2 11 General and administrative — 2 Interest and other, net 12 — Total, from continuing operations before income taxes 16 20 Provision for income taxes — — Total, from continuing operations net of income taxes 16 20 Total, from discontinued operations net of income taxes — 50 Total, net of income taxes 16 70 Unrealized gains (losses) on investments Interest and other, net (5 ) (1 ) Total, before income taxes (5 ) (1 ) Provision for income taxes — — Total, net of income taxes (5 ) (1 ) Total reclassifications for the period Total, net of income taxes $ 11 $ 69 |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In January 2015, at a regular meeting of our Board, our Board approved a plan to implement a strategic reduction of our existing global workforce. As a result, we reduced our workforce globally. The reduction was completed in the first half of 2015. The restructuring costs are aggregated in general and administrative expenses in the condensed consolidated statement of income. No restructuring costs were recognized during the three months ended March 31, 2016 . $60 million of restructuring costs were recognized during the three months ended March 31, 2015. No liability remained at March 31, 2016 for these restructuring costs. |
The Company and Summary of Si22
The Company and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of estimates | Use of estimates The preparation of condensed consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to provisions for transaction losses, legal contingencies, income taxes, revenue recognition, stock-based compensation, goodwill and the recoverability of intangible assets. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. |
Principles of consolidation and basis of presentation | Principles of consolidation and basis of presentation The accompanying condensed financial statements are consolidated and include the financial statements of eBay Inc., our wholly and majority-owned subsidiaries and variable interest entities (“VIE”) where we are the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Minority interests are recorded as a noncontrolling interest. A qualitative approach is applied to assess the consolidation requirement for VIEs. Investments in entities where we hold at least a 20% ownership interest and have the ability to exercise significant influence, but not control, over the investee are accounted for using the equity method of accounting. For such investments, our share of the investees’ results of operations is included in interest and other, net and our investment balance is included in long-term investments. Investments in entities where we hold less than a 20% ownership interest are generally accounted for using the cost method of accounting, and our share of the investees’ results of operations is included in our condensed consolidated statement of income to the extent dividends are received. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In 2014, the FASB issued new accounting guidance related to revenue recognition. This new standard will replace all current GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition guidance provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This guidance can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. In 2015, the FASB issued guidance to defer the effective date to fiscal years beginning after December 15, 2017 with early adoption for fiscal years beginning December 15, 2016. In 2016, the FASB issued additional guidance to clarify the implementation guidance. We are evaluating the impact of adopting the new accounting guidance on our consolidated financial statements. In 2015, the FASB issued new guidance related to presentation of debt issuance costs. The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We adopted this standard retrospectively in the first quarter of 2016. The balance sheet as of December 31, 2015 was retrospectively adjusted, which resulted in reductions to other assets of $30 million and long-term debt of $30 million . In 2016, the FASB issued new guidance related to accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the FASB clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2016, the FASB issued new guidance related to accounting for leases. The new guidance requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2016, the FASB issued new guidance to revise aspects of stock-based compensation guidance which include income tax consequences, classification of awards as equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net income per share | The following table sets forth the computation of basic and diluted net income per share for the periods indicated: Three Months Ended 2016 2015 (In millions, except per share amounts) Numerator: Income from continuing operations $ 482 $ 449 Income from discontinued operations, net of income taxes — 177 Net income $ 482 $ 626 Denominator: Weighted average shares of common stock - basic 1,159 1,216 Dilutive effect of equity incentive awards 11 13 Weighted average shares of common stock - diluted 1,170 1,229 Income per share - basic: Continuing operations $ 0.42 $ 0.37 Discontinued operations — 0.14 Net income per share - basic $ 0.42 $ 0.51 Income per share - diluted: Continuing operations $ 0.41 $ 0.37 Discontinued operations — 0.14 Net income per share - diluted $ 0.41 $ 0.51 Common stock equivalents excluded from income per diluted share because their effect would have been anti-dilutive 6 4 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Financial results of discontinued operations | The financial results of PayPal and Enterprise are presented as income from discontinued operations, net of income taxes on our condensed consolidated statement of income. The following table presents the combined financial results of PayPal and Enterprise for the three months ended March 31, 2016 and 2015: Three Months Ended 2016 2015 (In millions) Net revenues $ — $ 2,387 Cost of net revenues — 1,039 Gross profit — 1,348 Operating expenses: Sales and marketing — 275 Product development — 264 General and administrative (2 ) 363 Provision for transaction and loan losses — 195 Amortization of acquired intangible assets — 48 Total operating expenses (2 ) 1,145 Income from operations of discontinued operations 2 203 Interest and other, net — (2 ) Income from discontinued operations before income taxes 2 201 Provision for income taxes (2 ) (24 ) Income from discontinued operations, net of income taxes $ — $ 177 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill balances and adjustments by reportable segment | The following table presents goodwill balances and adjustments to those balances during the three months ended March 31, 2016 : December 31, Goodwill Acquired Adjustments March 31, (In millions) Goodwill $ 4,451 $ 6 $ 62 $ 4,519 |
Schedule of identifiable intangible assets | The components of identifiable intangible assets are as follows: March 31, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (Years) (In millions, except years) Intangible assets: Customer lists and user base $ 425 $ (408 ) $ 17 5 $ 419 $ (399 ) $ 20 5 Marketing related 608 (586 ) 22 5 594 (570 ) 24 5 Developed technologies 244 (221 ) 23 4 238 (215 ) 23 4 All other 157 (137 ) 20 4 157 (134 ) 23 4 $ 1,434 $ (1,352 ) $ 82 $ 1,408 $ (1,318 ) $ 90 |
Schedule of future intangible asset amortization | Expected future intangible asset amortization as of March 31, 2016 is as follows (in millions): Fiscal years: Remaining 2016 $ 35 2017 35 2018 11 2019 1 2020 — Thereafter — $ 82 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of financial performance of reportable segments | The following table sets forth the breakdown of net revenues by type for the periods presented: Three Months Ended 2016 2015 (In millions) Net Revenues by Type: Net transaction revenues: Marketplace $ 1,500 $ 1,536 StubHub 177 132 Total net transaction revenues 1,677 1,668 Marketing services and other revenues: Marketplace 274 235 Classifieds 186 162 Corporate and other — (4 ) Total marketing services and other revenues 460 393 Total net revenues $ 2,137 $ 2,061 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Investments [Abstract] | |
Fair value of short and long-term investments classified as available for sale | At March 31, 2016 and December 31, 2015 , the estimated fair value of our short-term and long-term investments classified as available for sale, were as follows: March 31, 2016 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In millions) Short-term investments: Restricted cash $ 25 $ — $ — $ 25 Corporate debt securities (1) 4,349 2 (56 ) 4,295 Government and agency securities 50 — — 50 Equity instruments 9 948 — 957 $ 4,433 $ 950 $ (56 ) $ 5,327 Long-term investments: Corporate debt securities (1) 3,266 16 (42 ) 3,240 $ 3,266 $ 16 $ (42 ) $ 3,240 (1) At March 31, 2016 investment securities with a fair value and an unrealized foreign exchange loss of $1.1 billion and $55 million , respectively, were held by a foreign subsidiary in which the U.S. Dollar is not the functional currency. December 31, 2015 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In millions) Short-term investments: Restricted cash $ 28 $ — $ — $ 28 Corporate debt securities 3,302 1 (16 ) 3,287 Government and agency securities 55 — — 55 Equity instruments 9 920 — 929 $ 3,394 $ 921 $ (16 ) $ 4,299 Long-term investments: Corporate debt securities 3,327 7 (67 ) 3,267 $ 3,327 $ 7 $ (67 ) $ 3,267 |
Estimated fair values of short and long-term investments classified by date of contractual maturity | The estimated fair values of our short-term and long-term investments classified as available for sale by date of contractual maturity at March 31, 2016 are as follows: March 31, (In millions) One year or less (including restricted cash of $25) $ 4,369 One year through two years 1,476 Two years through three years 1,482 Three years through four years 242 Four years through five years 36 Five years through six years — Six years through seven years — Seven years through eight years 5 Eight years through nine years — Nine years through ten years — $ 7,610 |
Fair Value Measurement of Ass28
Fair Value Measurement of Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of assets and liabilities measured on a recurring basis | The following tables summarize our financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 : Description Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) (In millions) Assets: Cash and cash equivalents $ 2,686 $ 2,156 $ 530 Short-term investments: Restricted cash 25 25 — Corporate debt securities 4,295 — 4,295 Government and agency securities 50 — 50 Equity instruments 957 957 — Total short-term investments 5,327 982 4,345 Derivatives 190 — 190 Long-term investments: Corporate debt securities 3,240 — 3,240 Total long-term investments 3,240 — 3,240 Total financial assets $ 11,443 $ 3,138 $ 8,305 Liabilities: Derivatives $ 62 $ — $ 62 Description Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) (In millions) Assets: Cash and cash equivalents $ 1,832 $ 1,664 $ 168 Short-term investments: Restricted cash 28 28 — Corporate debt securities 3,287 — 3,287 Government and agency securities 55 — 55 Equity instruments 929 929 — Total short-term investments 4,299 957 3,342 Derivatives 97 — 97 Long-term investments: Corporate debt securities 3,267 — 3,267 Total long-term investments 3,267 — 3,267 Total financial assets $ 9,495 $ 2,621 $ 6,874 Liabilities: Derivatives $ 25 $ — $ 25 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of fair value of outstanding derivative instruments | The fair values of our outstanding derivative instruments as of March 31, 2016 and December 31, 2015 were as follows: Balance Sheet Location March 31, December 31, (In millions) Derivative Assets: Foreign exchange contracts designated as cash flow hedges Other Current Assets $ 54 $ 42 Foreign exchange contracts not designated as hedging instruments Other Current Assets 32 14 Interest rate contracts designated as fair value hedges Other Assets 104 41 Total derivative assets $ 190 $ 97 Derivative Liabilities: Foreign exchange contracts designated as cash flow hedges Other Current Liabilities $ 12 $ 1 Foreign exchange contracts not designated as hedging instruments Other Current Liabilities 50 24 Total derivative liabilities $ 62 $ 25 Total fair value of derivative instruments $ 128 $ 72 |
Impact of derivative contracts on accumulated other comprehensive income | The following table summarizes the activity of derivative contracts that qualify for hedge accounting as of March 31, 2016 and December 31, 2015 , and the impact of these derivative contracts on accumulated other comprehensive income for the three months ended March 31, 2016 : December 31, 2015 Amount of gain (loss) recognized in other comprehensive income (effective portion) Amount of gain (loss) reclassified from accumulated other comprehensive income to earnings (effective portion) March 31, 2016 (In millions) Foreign exchange contracts designated as cash flow hedges $ 36 $ 19 $ 16 $ 39 The following table summarizes the activity of derivative contracts that qualify for hedge accounting as of March 31, 2015 and December 31, 2014 , and the impact of these derivative contracts on accumulated other comprehensive income for the three months ended March 31, 2015 : December 31, 2014 Amount of gain (loss) recognized in other comprehensive income (effective portion) Amount of gain (loss) reclassified from accumulated other comprehensive income to earnings (effective portion) March 31, 2015 (In millions) Foreign exchange contracts designated as cash flow hedges $ 41 $ 45 $ 20 $ 66 |
Recognized gains or losses related to derivative instruments | The following table provides the location in our financial statements of the recognized gains or losses related to our foreign exchange derivative instruments: Three Months Ended 2016 2015 (In millions) Foreign exchange contracts designated as cash flow hedges recognized in cost of net revenues and operating expenses $ 4 $ 20 Foreign exchange contracts designated as cash flow hedges recognized in interest and other, net 12 — Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net (2 ) 16 Total gain (loss) recognized from foreign exchange derivative contracts in the condensed consolidated statement of income $ 14 $ 36 The following table provides the location in our financial statements of the recognized gains or losses related to our interest rate derivative instruments: Three Months Ended 2016 2015 (In millions) Gain (loss) from interest rate contracts designated as fair value hedges recognized in interest and other, net $ 63 $ 37 Gain (loss) from hedged items attributable to hedged risk recognized in interest and other, net (63 ) (37 ) Total gain (loss) recognized from interest rate derivative contracts in the condensed consolidated statement of income $ — $ — |
Notional amounts of outstanding derivatives | The following table provides the notional amounts of our outstanding derivatives: March 31, 2016 2015 (In millions) Foreign exchange contracts designated as cash flow hedges $ 1,542 $ 489 Foreign exchange contracts not designated as hedging instruments 2,864 2,256 Interest rate contracts designated as fair value hedges 2,400 2,400 Total $ 6,806 $ 5,145 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Carrying value of outstanding debt | The following table summarizes the carrying value of our outstanding debt: Coupon As of Effective As of Effective Rate March 31, 2016 Interest Rate December 31, 2015 Interest Rate (In millions, except percentages) Long-Term Debt Floating Rate Notes: Senior notes due 2017 LIBOR plus 0.20% $ 450 0.651 % $ 450 0.586 % Senior notes due 2019 LIBOR plus 0.48% 400 0.853 % 400 0.825 % Fixed Rate Notes: Senior notes due 2017 1.350 % 1,000 1.456 % 1,000 1.456 % Senior notes due 2018 2.500 % 750 2.775 % — — % Senior notes due 2019 2.200 % 1,150 2.346 % 1,150 2.346 % Senior notes due 2020 3.250 % 500 3.389 % 500 3.389 % Senior notes due 2021 2.875 % 750 2.993 % 750 2.993 % Senior notes due 2022 3.800 % 750 3.989 % — — % Senior notes due 2022 2.600 % 1,000 2.678 % 1,000 2.678 % Senior notes due 2024 3.450 % 750 3.531 % 750 3.531 % Senior notes due 2042 4.000 % 750 4.114 % 750 4.114 % Senior notes due 2056 6.000 % 750 6.547 % — — % Total senior notes 9,000 6,750 Hedge accounting fair value adjustments 104 41 Unamortized discount and debt issuance costs (74 ) (42 ) Total long-term debt $ 9,030 $ 6,749 Short-Term Debt Other indebtedness 6 — Total short-term debt 6 — Total Debt $ 9,036 $ 6,749 |
Stock Repurchase Programs (Tabl
Stock Repurchase Programs (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Summary of stock repurchase activity under stock repurchase program | The stock repurchase activity under our stock repurchase programs during the three months ended March 31, 2016 is summarized as follows: Shares Repurchased Average Price per Share (1) Value of Shares Repurchased Remaining Amount Authorized (In millions, except per share amounts) Balance as of January 1, 2016 $ 1,836 Repurchase of shares of common stock 42 $ 23.67 1,000 (1,000 ) Balance as of March 31, 2016 $ 836 (1) Excludes broker commissions. |
Stock-Based Plans (Tables)
Stock-Based Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of stock option activity | The following table summarizes stock option activity for the three months ended March 31, 2016 : Options (In millions) Outstanding as of January 1, 2016 7 Granted and assumed — Exercised — Forfeited/expired/canceled (1 ) Outstanding as of March 31, 2016 6 |
Schedule of restricted stock unit activity | The following table summarizes restricted stock unit (“RSU”) activity for the three months ended March 31, 2016 : Units (In millions) Outstanding as of January 1, 2016 36 Awarded and assumed 1 Vested (1 ) Forfeited — Outstanding as of March 31, 2016 36 |
Schedule of stock-based compensation expense | The impact on our results of operations of recording stock-based compensation expense for the three months ended March 31, 2016 and 2015 was as follows: Three Months Ended March 31, 2016 2015 (In millions) Cost of net revenues $ 7 $ 8 Sales and marketing 21 24 Product development 31 29 General and administrative 29 32 Total stock-based compensation expense $ 88 $ 93 Capitalized in product development $ 3 $ 3 |
Stock option valuation assumptions | The following weighted average assumptions were used for the three months ended March 31, 2015 : Three Months Ended March 31, 2015 Risk-free interest rate 1.46 % Expected life (in years) 4.4 Dividend yield — % Expected volatility 27 % |
Accumulated Other Comprehensi33
Accumulated Other Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Changes in accumulated balances of other comprehensive income | The following table summarizes the changes in accumulated balances of other comprehensive income for the three months ended March 31, 2016 : Unrealized Gains (Losses) on Cash Flow Hedges Unrealized Gains on Investments Foreign Currency Translation Estimated tax (expense) benefit Total (In millions) Beginning balance $ 36 $ 845 $ (45 ) $ (310 ) $ 526 Other comprehensive income (loss) before reclassifications 19 18 154 (21 ) 170 Amount of gain (loss) reclassified from accumulated other comprehensive income 16 (5 ) — — 11 Net current period other comprehensive income 3 23 154 (21 ) 159 Ending balance $ 39 $ 868 $ 109 $ (331 ) $ 685 The following table summarizes the changes in accumulated balances of other comprehensive income for the three months ended March 31, 2015 : Unrealized Gains (Losses) on Cash Flow Hedges Unrealized Gains on Investments Foreign Currency Translation Estimated tax (expense) benefit Total (In millions) Beginning balance $ 168 $ 1,029 $ 334 $ (360 ) $ 1,171 Other comprehensive income (loss) before reclassifications 159 (23 ) (265 ) 7 (122 ) Amount of gain (loss) reclassified from accumulated other comprehensive income 70 (1 ) — — 69 Net current period other comprehensive income 89 (22 ) (265 ) 7 (191 ) Ending balance $ 257 $ 1,007 $ 69 $ (353 ) $ 980 |
Reclassifications out of accumulated other comprehensive income | The following table provides details about reclassifications out of accumulated other comprehensive income for the three months ended March 31, 2016 and 2015 : Details about Accumulated Other Comprehensive Income Components Affected Line Item in the Statement of Income Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income Three Months Ended Three Months Ended Gains (losses) on cash flow hedges - foreign exchange contracts Cost of net revenues $ 2 $ 6 Sales and marketing — 1 Product development 2 11 General and administrative — 2 Interest and other, net 12 — Total, from continuing operations before income taxes 16 20 Provision for income taxes — — Total, from continuing operations net of income taxes 16 20 Total, from discontinued operations net of income taxes — 50 Total, net of income taxes 16 70 Unrealized gains (losses) on investments Interest and other, net (5 ) (1 ) Total, before income taxes (5 ) (1 ) Provision for income taxes — — Total, net of income taxes (5 ) (1 ) Total reclassifications for the period Total, net of income taxes $ 11 $ 69 |
The Company and Summary of Si34
The Company and Summary of Significant Accounting Policies - (Details) - Accounting Standards Update 2015-03 $ in Millions | Dec. 31, 2015USD ($) |
Other Assets | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Debt issuance costs, adjustment for retrospective adoption | $ (30) |
Long-term Debt | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Debt issuance costs, adjustment for retrospective adoption | $ 30 |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator: | ||
Income from continuing operations | $ 482 | $ 449 |
Income from discontinued operations, net of income taxes | 0 | 177 |
Net income | $ 482 | $ 626 |
Denominator: | ||
Weighted average shares of common stock - basic | 1,159 | 1,216 |
Dilutive effect of equity incentive awards (in shares) | 11 | 13 |
Weighted average shares of common stock - diluted | 1,170 | 1,229 |
Income per share - basic: | ||
Continuing operations (in usd per share) | $ 0.42 | $ 0.37 |
Discontinued operations (in usd per share) | 0 | 0.14 |
Net income per share - basic (usd per share) | 0.42 | 0.51 |
Income per share - diluted: | ||
Continuing operations (in usd per share) | 0.41 | 0.37 |
Discontinued operations (in usd per share) | 0 | 0.14 |
Net income per share - diluted (in usd per share) | $ 0.41 | $ 0.51 |
Common stock equivalents excluded from income per diluted share because their effect would have been anti-dilutive (in shares) | 6 | 4 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Millions | Nov. 02, 2015 | Jun. 30, 2015 | Jul. 16, 2015 | Jul. 17, 2015 |
Discontinued Operations, Disposed Of By Means Other Than Sale, Spinoff | PayPal | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash and cash equivalents distributed to Paypal | $ 3,800 | |||
Discontinued Operations, Disposed Of By Means Other Than Sale, Spinoff | Common Stock | PayPal | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Spinoff, Distribution of outstanding common stock to existing stockholders, percentage | 100.00% | |||
Number of Paypal shares distributed for every share of eBay | 1 | |||
Discontinued Operations, Disposed of by Sale | Enterprise | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Goodwill impairment | $ 786 | |||
Loss on sale of Enterprise | $ 35 | |||
Discontinued Operations, Held-for-sale | Enterprise | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal consideration | $ 925 |
Discontinued Operations - Finan
Discontinued Operations - Financial Results of Discontinued Operations (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating expenses: | ||
Income from discontinued operations, net of income taxes | $ 0 | $ 177 |
Discontinued Operations | ||
Financial Results | ||
Net revenues | 0 | 2,387 |
Cost of net revenues | 0 | 1,039 |
Gross profit | 0 | 1,348 |
Operating expenses: | ||
Sales and marketing | 0 | 275 |
Product development | 0 | 264 |
General and administrative | (2) | 363 |
Provision for transaction and loan losses | 0 | 195 |
Amortization of acquired intangible assets | 0 | 48 |
Total operating expenses | (2) | 1,145 |
Income from operations of discontinued operations | 2 | 203 |
Interest and other, net | 0 | (2) |
Income from discontinued operations before income taxes | 2 | 201 |
Provision for income taxes | (2) | (24) |
Income from discontinued operations, net of income taxes | $ 0 | $ 177 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Goodwill Balances and Adjustments (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill | |
Beginning Balance | $ 4,451 |
Goodwill Acquired | 6 |
Adjustments | 62 |
Ending Balance | $ 4,519 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Intangible Assets: | |||
Gross Carrying Amount | $ 1,434 | $ 1,408 | |
Accumulated Amortization | (1,352) | (1,318) | |
Intangible Assets, Net | 82 | 90 | |
Amortization expense | 12 | $ 16 | |
Customer lists and user base | |||
Intangible Assets: | |||
Gross Carrying Amount | 425 | 419 | |
Accumulated Amortization | (408) | (399) | |
Intangible Assets, Net | $ 17 | $ 20 | |
Weighted Average Useful Life (Years) | 5 years | 5 years | |
Marketing related | |||
Intangible Assets: | |||
Gross Carrying Amount | $ 608 | $ 594 | |
Accumulated Amortization | (586) | (570) | |
Intangible Assets, Net | $ 22 | $ 24 | |
Weighted Average Useful Life (Years) | 5 years | 5 years | |
Developed technologies | |||
Intangible Assets: | |||
Gross Carrying Amount | $ 244 | $ 238 | |
Accumulated Amortization | (221) | (215) | |
Intangible Assets, Net | $ 23 | $ 23 | |
Weighted Average Useful Life (Years) | 4 years | 4 years | |
All other | |||
Intangible Assets: | |||
Gross Carrying Amount | $ 157 | $ 157 | |
Accumulated Amortization | (137) | (134) | |
Intangible Assets, Net | $ 20 | $ 23 | |
Weighted Average Useful Life (Years) | 4 years | 4 years |
Goodwill and Intangible Asset40
Goodwill and Intangible Assets - Intangible Asset Amortization Expense, Fiscal Year Maturity (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Fiscal years: | ||
Remaining 2,016 | $ 35 | |
2,017 | 35 | |
2,018 | 11 | |
2,019 | 1 | |
2,020 | 0 | |
Thereafter | 0 | |
Intangible Assets, Net | $ 82 | $ 90 |
Segments (Details)
Segments (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2016USD ($)segment | Mar. 31, 2015USD ($) | |
Segment Reporting [Abstract] | ||
Number of operating segments | segment | 1 | |
Number of reportable segments | segment | 1 | |
Segment Reporting Information [Line Items] | ||
Total net transaction revenues | $ 1,677 | $ 1,668 |
Total marketing services and other revenues | 460 | 393 |
Total net revenues | 2,137 | 2,061 |
Marketplace | ||
Segment Reporting Information [Line Items] | ||
Total net transaction revenues | 1,500 | 1,536 |
Total marketing services and other revenues | 274 | 235 |
StubHub | ||
Segment Reporting Information [Line Items] | ||
Total net transaction revenues | 177 | 132 |
Classifieds | ||
Segment Reporting Information [Line Items] | ||
Total marketing services and other revenues | 186 | 162 |
Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Total marketing services and other revenues | $ 0 | $ (4) |
Investments - Available-For-Sal
Investments - Available-For-Sale Securities (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Available-for-sale Securities, Continuous Unrealized Loss Position [Abstract] | ||
Investment securities in a continuous loss position for greater than 12 months, estimated fair value | $ 485 | $ 769 |
Investment securities in a continuous loss position for greater than 12 months, estimated fair value, unrealized loss | 35 | 40 |
Available-for-sale Securities, Debt Maturities, Fair Value, Fiscal Year Maturity [Abstract] | ||
One year or less (including restricted cash of $25) | 4,369 | |
One year through two years | 1,476 | |
Two years through three years | 1,482 | |
Three years through four years | 242 | |
Four years through five years | 36 | |
Five years through six years | 0 | |
Six years through seven years | 0 | |
Seven years through eight years | 5 | |
Eight years through nine years | 0 | |
Nine years through ten years | 0 | |
Estimated Fair Value | 7,610 | |
Corporate debt securities | Subsidiary | Non-US | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Unrealized Losses | (55) | |
Estimated Fair Value | 1,100 | |
Short-term Investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Restricted cash | 25 | 28 |
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 4,433 | 3,394 |
Gross Unrealized Gains | 950 | 921 |
Gross Unrealized Losses | (56) | (16) |
Estimated Fair Value | 5,327 | 4,299 |
Short-term Investments | Corporate debt securities | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 4,349 | 3,302 |
Gross Unrealized Gains | 2 | 1 |
Gross Unrealized Losses | (56) | (16) |
Estimated Fair Value | 4,295 | 3,287 |
Short-term Investments | Government and agency securities | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 50 | 55 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 50 | 55 |
Short-term Investments | Equity instruments | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 9 | 9 |
Gross Unrealized Gains | 948 | 920 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 957 | 929 |
Long-Term Investment | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 3,266 | 3,327 |
Gross Unrealized Gains | 16 | 7 |
Gross Unrealized Losses | (42) | (67) |
Estimated Fair Value | 3,240 | 3,267 |
Long-Term Investment | Corporate debt securities | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 3,266 | 3,327 |
Gross Unrealized Gains | 16 | 7 |
Gross Unrealized Losses | (42) | (67) |
Estimated Fair Value | $ 3,240 | $ 3,267 |
Investments - Cost and Equity M
Investments - Cost and Equity Method Investments (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Long-Term Investment | ||
Schedule of Equity Method Investments [Line Items] | ||
Cost and equity method investments included in long-term investments | $ 130 | $ 124 |
Fair Value Measurement of Ass44
Fair Value Measurement of Assets and Liabilities - Financial Assets and Liabilities Measured at Fair Value, Recurring and Nonrecurring (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Assets: | ||
Derivatives | $ 190 | $ 97 |
Liabilities: | ||
Derivatives | 6 | |
Short-term Investments | ||
Assets: | ||
Investments | 5,327 | 4,299 |
Long-term Investments | ||
Assets: | ||
Investments | 3,240 | 3,267 |
Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments | 4,295 | 3,287 |
Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments | 3,240 | 3,267 |
Equity instruments | Short-term Investments | ||
Assets: | ||
Investments | 957 | 929 |
Recurring | ||
Assets: | ||
Cash and cash equivalents | 2,686 | 1,832 |
Total financial assets | 11,443 | 9,495 |
Recurring | Short-term Investments | ||
Assets: | ||
Investments | 5,327 | 4,299 |
Recurring | Other Current Assets | ||
Assets: | ||
Derivatives | 190 | 97 |
Recurring | Long-term Investments | ||
Assets: | ||
Investments | 3,240 | 3,267 |
Recurring | Other Current Liabilities | ||
Liabilities: | ||
Derivatives | 62 | 25 |
Recurring | Restricted cash | Short-term Investments | ||
Assets: | ||
Investments | 25 | 28 |
Recurring | Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments | 4,295 | 3,287 |
Recurring | Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments | 3,240 | 3,267 |
Recurring | Government and agency securities | Short-term Investments | ||
Assets: | ||
Investments | 50 | 55 |
Recurring | Equity instruments | Short-term Investments | ||
Assets: | ||
Investments | 957 | 929 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Cash and cash equivalents | 2,156 | 1,664 |
Total financial assets | 3,138 | 2,621 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Short-term Investments | ||
Assets: | ||
Investments | 982 | 957 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Other Current Assets | ||
Assets: | ||
Derivatives | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term Investments | ||
Assets: | ||
Investments | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Other Current Liabilities | ||
Liabilities: | ||
Derivatives | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Restricted cash | Short-term Investments | ||
Assets: | ||
Investments | 25 | 28 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Government and agency securities | Short-term Investments | ||
Assets: | ||
Investments | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Equity instruments | Short-term Investments | ||
Assets: | ||
Investments | 957 | 929 |
Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Cash and cash equivalents | 530 | 168 |
Total financial assets | 8,305 | 6,874 |
Recurring | Significant Other Observable Inputs (Level 2) | Short-term Investments | ||
Assets: | ||
Investments | 4,345 | 3,342 |
Recurring | Significant Other Observable Inputs (Level 2) | Other Current Assets | ||
Assets: | ||
Derivatives | 190 | 97 |
Recurring | Significant Other Observable Inputs (Level 2) | Long-term Investments | ||
Assets: | ||
Investments | 3,240 | 3,267 |
Recurring | Significant Other Observable Inputs (Level 2) | Other Current Liabilities | ||
Liabilities: | ||
Derivatives | 62 | 25 |
Recurring | Significant Other Observable Inputs (Level 2) | Restricted cash | Short-term Investments | ||
Assets: | ||
Investments | 0 | 0 |
Recurring | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments | 4,295 | 3,287 |
Recurring | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments | 3,240 | 3,267 |
Recurring | Significant Other Observable Inputs (Level 2) | Government and agency securities | Short-term Investments | ||
Assets: | ||
Investments | 50 | 55 |
Recurring | Significant Other Observable Inputs (Level 2) | Equity instruments | Short-term Investments | ||
Assets: | ||
Investments | $ 0 | $ 0 |
Fair Value Measurement of Ass45
Fair Value Measurement of Assets and Liabilities - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Designated as Hedging Instrument | Minimum | Foreign Exchange Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative contract duration | 1 month | |
Designated as Hedging Instrument | Maximum | Foreign Exchange Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative contract duration | 1 year | |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign Exchange Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative contract duration | 18 months | |
Long-Term Investment | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cost and equity method investments included in long-term investments | $ 130 | $ 124 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Jul. 31, 2014 | |
Derivative [Line Items] | ||
Net derivative gains to be reclassified into earnings within the next 12 months | $ 42 | |
Offset asset | 56 | |
Offset liability | 56 | |
Net derivative assets | 30 | |
Net derivative liabilities | $ 6 | |
Foreign Exchange Contract | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Derivative contract duration | 18 months | |
Interest Rate Swap | Designated as Hedging Instrument | Fair Value Hedging | ||
Derivative [Line Items] | ||
Derivative liability | $ 2,400 | $ 2,400 |
Minimum | Foreign Exchange Contract | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative contract duration | 1 month | |
Maximum | Foreign Exchange Contract | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative contract duration | 1 year |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Contracts (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 190 | $ 97 |
Derivative liabilities | 62 | 25 |
Total fair value of derivative instruments | 128 | 72 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 32 | 14 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 50 | 24 |
Cash Flow Hedging | Foreign Exchange Contract | Designated as Hedging Instrument | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 54 | 42 |
Cash Flow Hedging | Foreign Exchange Contract | Designated as Hedging Instrument | Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 12 | 1 |
Fair Value Hedging | Interest Rate Contract | Designated as Hedging Instrument | Other Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 104 | $ 41 |
Derivative Instruments - Deriva
Derivative Instruments - Derivatives in Accumulated Other Comprehensive Income (Details) - Designated as Hedging Instrument - Foreign Exchange Contract - Cash Flow Hedging - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Effect of derivative Contracts on Accumulated Other Comprehensive Income | ||
Beginning balance | $ 36 | $ 41 |
Amount of gain (loss) recognized in other comprehensive income (effective portion) | 19 | 45 |
Amount of gain (loss) reclassified from accumulated other comprehensive income to earnings (effective portion) | 16 | 20 |
Ending balance | $ 39 | $ 66 |
Derivative Instruments - Effect
Derivative Instruments - Effect of Derivative Contracts on Condensed Consolidated Statement of Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Foreign Exchange Contract | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | $ 14 | $ 36 |
Foreign Exchange Contract | Cost of Net Revenues and Operating Expenses | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | 4 | 20 |
Foreign Exchange Contract | Interest and Other, Net | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | 12 | 0 |
Foreign Exchange Contract | Interest and Other, Net | Not Designated as Hedging Instrument | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | (2) | 16 |
Interest Rate Contract | Interest and Other, Net | Designated as Hedging Instrument | Fair Value Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | 0 | 0 |
Gain (loss) from interest rate contracts designated as fair value hedges recognized in interest and other, net | 63 | 37 |
Gain (loss) from hedged items attributable to hedged risk recognized in interest and other, net | $ (63) | $ (37) |
Derivative Instruments - Notion
Derivative Instruments - Notional Amounts of Derivatives Outstanding (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Mar. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Notional amount | $ 6,806 | $ 5,145 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Notional amount | 2,864 | 2,256 |
Cash Flow Hedging | Foreign Exchange Contract | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Notional amount | 1,542 | 489 |
Fair Value Hedging | Interest Rate Contract | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Notional amount | $ 2,400 | $ 2,400 |
Debt - Carrying Value of Outsta
Debt - Carrying Value of Outstanding Debt (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Long-Term Debt | ||
Hedge accounting fair value adjustments | $ 104 | $ 41 |
Unamortized discount and debt issuance costs | (74) | (42) |
Total long-term debt | 9,030 | 6,749 |
Short-Term Debt | ||
Other indebtedness | 6 | 0 |
Short-term debt | 6 | 0 |
Total Debt | 9,036 | 6,749 |
Senior Notes | ||
Long-Term Debt | ||
Total senior notes | 9,000 | 6,750 |
Senior Notes | Floating rate, Senior notes due 2017 | ||
Long-Term Debt | ||
Total senior notes | $ 450 | $ 450 |
Effective interest rate | 0.651% | 0.586% |
Senior Notes | Floating rate, Senior notes due 2019 | ||
Long-Term Debt | ||
Total senior notes | $ 400 | $ 400 |
Effective interest rate | 0.853% | 0.825% |
Senior Notes | 1.350% Senior notes due 2017 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 1.35% | |
Total senior notes | $ 1,000 | $ 1,000 |
Effective interest rate | 1.456% | 1.456% |
Senior Notes | 2.500% Senior notes due 2018 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 2.50% | |
Total senior notes | $ 750 | $ 0 |
Effective interest rate | 2.775% | 0.00% |
Senior Notes | 2.200% Senior notes due 2019 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 2.20% | |
Total senior notes | $ 1,150 | $ 1,150 |
Effective interest rate | 2.346% | 2.346% |
Senior Notes | 3.250% Senior notes due 2020 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 3.25% | |
Total senior notes | $ 500 | $ 500 |
Effective interest rate | 3.389% | 3.389% |
Senior Notes | 2.875% Senior notes due 2021 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 2.875% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 2.993% | 2.993% |
Senior Notes | 3.800% Senior notes due 2022 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 3.80% | |
Total senior notes | $ 750 | $ 0 |
Effective interest rate | 3.989% | 0.00% |
Senior Notes | 2.600% Senior notes due 2022 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 2.60% | |
Total senior notes | $ 1,000 | $ 1,000 |
Effective interest rate | 2.678% | 2.678% |
Senior Notes | 3.450% Senior notes due 2024 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 3.45% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 3.531% | 3.531% |
Senior Notes | 4.000% Senior notes due 2042 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 4.00% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 4.114% | 4.114% |
Senior Notes | 6.000% Senior notes due 2056 | ||
Long-Term Debt | ||
Coupon rate, fixed rate notes | 6.00% | |
Total senior notes | $ 750 | $ 0 |
Effective interest rate | 6.547% | 0.00% |
LIBOR | Senior Notes | Floating rate, Senior notes due 2017 | ||
Long-Term Debt | ||
Coupon rate, floating rate notes | 0.20% | |
LIBOR | Senior Notes | Floating rate, Senior notes due 2019 | ||
Long-Term Debt | ||
Coupon rate, floating rate notes | 0.48% |
Debt - Senior Notes (Details)
Debt - Senior Notes (Details) - USD ($) | Mar. 31, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Jul. 31, 2014 |
Interest Rate Swap | Designated as Hedging Instrument | Fair Value Hedging | ||||
Debt Instrument [Line Items] | ||||
Derivative liability | $ 2,400,000,000 | $ 2,400,000,000 | $ 2,400,000,000 | |
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 2,250,000,000 | 2,250,000,000 | ||
Redemption price, percentage, in the event of change of control | 101.00% | |||
Interest expense | 50,000,000 | $ 45,000,000 | ||
Fair value of long-term debt | $ 8,900,000,000 | 8,900,000,000 | ||
Senior Notes | 2.500% Senior notes due 2018 | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 750,000,000 | $ 750,000,000 | ||
Coupon rate, fixed rate notes | 2.50% | 2.50% | ||
Senior Notes | 3.800% Senior notes due 2022 | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 750,000,000 | $ 750,000,000 | ||
Coupon rate, fixed rate notes | 3.80% | 3.80% | ||
Senior Notes | 6.000% Senior notes due 2056 | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 750,000,000 | $ 750,000,000 | ||
Coupon rate, fixed rate notes | 6.00% | 6.00% | ||
Redemption price, percentage | 100.00% |
Debt - Commercial Paper and Cre
Debt - Commercial Paper and Credit Agreement (Details) | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Line of Credit | |
Debt Instrument [Line Items] | |
Amount outstanding | $ 0 |
Maximum borrowing capacity | 2,000,000,000 |
Remaining borrowing capacity | 500,000,000 |
Commercial Paper | |
Debt Instrument [Line Items] | |
Commercial paper program | $ 1,500,000,000 |
Debt term | 397 days |
Borrowing capacity reserved, commercial paper | $ 1,500,000,000 |
Amount outstanding | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Billions | Mar. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Pooling arrangement withdrawals | $ 1.4 |
Pooling arrangement deposits | $ 1.4 |
Stock Repurchase Programs - Add
Stock Repurchase Programs - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | ||
Jun. 30, 2015 | Jan. 31, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | |
Equity, Class of Treasury Stock [Line Items] | ||||
Stock repurchase remaining amount authorized | $ 836 | $ 1,836 | ||
Treasury shares retired (in shares) | 0 | |||
Stock Repurchase Program January 2015 | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Authorization of additional plan | $ 2,000 | |||
Stock Repurchase Program June 2015 | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Authorization of additional plan | $ 1,000 |
Stock Repurchase Programs - Sum
Stock Repurchase Programs - Summary of Stock Repurchase Activity (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($)$ / sharesshares | |
Equity [Abstract] | |
Shares Repurchased (in shares) | shares | 42 |
Average Price per Share (in usd per share) | $ / shares | $ 23.67 |
Value of Shares Repurchased | $ 1,000 |
Shares Repurchased, Remaining Amount Authorized | |
Beginning balance | 1,836 |
Repurchase of shares of common stock | (1,000) |
Ending balance | $ 836 |
Stock-Based Plans - Stock Optio
Stock-Based Plans - Stock Option Activity (Details) - Stock Options shares in Millions | 3 Months Ended |
Mar. 31, 2016shares | |
Stock Option Activity | |
Stock options outstanding, beginning of period (in shares) | 7 |
Granted and assumed (in shares) | 0 |
Exercised (in shares) | 0 |
Forfeited/expired/canceled (in shares) | (1) |
Stock options outstanding, end of period (in shares) | 6 |
Stock-Based Plans - Restricted
Stock-Based Plans - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) shares in Millions | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Restricted Stock Unit Activity | |
Restricted stock options outstanding, beginning of period (in shares) | 36 |
Awarded and assumed (in shares) | 1 |
Vested (in shares) | (1) |
Forfeited (in shares) | 0 |
Restricted stock options outstanding, end of period (in shares) | 36 |
Weighted average grant date fair value (usd per share) | $ / shares | $ 23.31 |
Stock-Based Plans - Stock-Based
Stock-Based Plans - Stock-Based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 88 | $ 93 |
Cost of net revenues | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 7 | 8 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 21 | 24 |
Product development | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 31 | 29 |
Capitalized in product development | 3 | 3 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 29 | $ 32 |
Stock-Based Plans - Valuation A
Stock-Based Plans - Valuation Assumptions (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Weighted Average Assumptions [Abstract] | |
Risk-free interest rate | 1.46% |
Expected life (in years) | 4 years 4 months 24 days |
Dividend yield | 0.00% |
Expected volatility | 27.00% |
Accumulated Other Comprehensi61
Accumulated Other Comprehensive Income - Changes in Accumulated Balances of Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss), Tax | ||
Accumulated other comprehensive income (loss), estimated tax (expense) benefit, beginning balance | $ (310) | $ (360) |
Other comprehensive income (loss) before reclassifications, tax | (21) | 7 |
Amount of gain (loss) reclassified from accumulated other comprehensive income, tax | 0 | 0 |
Net current period other comprehensive income, tax | (21) | 7 |
Accumulated other comprehensive income (loss), estimated tax (expense) benefit, ending balance | (331) | (353) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||
Beginning balance | 6,576 | |
Other comprehensive income (loss) before reclassifications | 170 | (122) |
Amount of gain (loss) reclassified from accumulated other comprehensive income | 11 | 69 |
Other comprehensive income (loss), net of tax | 159 | (191) |
Ending balance | 6,317 | |
Accumulated other comprehensive income | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||
Beginning balance | 526 | 1,171 |
Ending balance | 685 | 980 |
Unrealized Gains (Losses) on Cash Flow Hedges | ||
Accumulated Other Comprehensive Income (Loss), Before Tax | ||
Accumulated other comprehensive income (loss), before tax, beginning balance | 36 | 168 |
Other comprehensive income (loss), before reclassifications, before tax | 19 | 159 |
Amount of gain (loss) reclassified from accumulated other comprehensive income, before tax | 16 | 70 |
Net current period other comprehensive income , before tax | 3 | 89 |
Accumulated other comprehensive income (loss), before tax, ending balance | 39 | 257 |
Unrealized Gains on Investments | ||
Accumulated Other Comprehensive Income (Loss), Before Tax | ||
Accumulated other comprehensive income (loss), before tax, beginning balance | 845 | 1,029 |
Other comprehensive income (loss), before reclassifications, before tax | 18 | (23) |
Amount of gain (loss) reclassified from accumulated other comprehensive income, before tax | (5) | (1) |
Net current period other comprehensive income , before tax | 23 | (22) |
Accumulated other comprehensive income (loss), before tax, ending balance | 868 | 1,007 |
Foreign Currency Translation | ||
Accumulated Other Comprehensive Income (Loss), Before Tax | ||
Accumulated other comprehensive income (loss), before tax, beginning balance | (45) | 334 |
Other comprehensive income (loss), before reclassifications, before tax | 154 | (265) |
Amount of gain (loss) reclassified from accumulated other comprehensive income, before tax | 0 | 0 |
Net current period other comprehensive income , before tax | 154 | (265) |
Accumulated other comprehensive income (loss), before tax, ending balance | $ 109 | $ 69 |
Accumulated Other Comprehensi62
Accumulated Other Comprehensive Income - Reclassifications out of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Cost of net revenues | $ (477) | $ (411) |
Sales and marketing | (538) | (519) |
Product development | (239) | (221) |
General and administrative | (209) | (302) |
Interest and other, net | (23) | 10 |
Income from continuing operations before income taxes | 591 | 539 |
Provision for income taxes | (109) | (90) |
Income from continuing operations | 482 | 449 |
Total, from discontinued operations net of income taxes | 0 | 177 |
Net income | 482 | 626 |
Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net income | 11 | 69 |
Unrealized Gains on Investments | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest and other, net | (5) | (1) |
Income from continuing operations before income taxes | (5) | (1) |
Provision for income taxes | 0 | 0 |
Net income | (5) | (1) |
Foreign Exchange Contract | Unrealized Gains (Losses) on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Cost of net revenues | 2 | 6 |
Sales and marketing | 0 | 1 |
Product development | 2 | 11 |
General and administrative | 0 | 2 |
Interest and other, net | 12 | 0 |
Income from continuing operations before income taxes | 16 | 20 |
Provision for income taxes | 0 | 0 |
Income from continuing operations | 16 | 20 |
Total, from discontinued operations net of income taxes | 0 | 50 |
Net income | $ 16 | $ 70 |
Restructuring (Details)
Restructuring (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring costs | $ 0 | $ 60,000,000 |
Accrued liability | $ 0 |