Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 16, 2017 | |
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 | Sep. 30, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
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 | 1,044,571,141 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 1,760 | $ 1,816 |
Short-term investments | 4,270 | 5,333 |
Accounts receivable, net | 626 | 592 |
Other current assets | 1,202 | 1,134 |
Total current assets | 7,858 | 8,875 |
Long-term investments | 6,302 | 3,969 |
Property and equipment, net | 1,546 | 1,516 |
Goodwill | 4,669 | 4,501 |
Intangible assets, net | 78 | 102 |
Deferred tax assets | 5,214 | 4,608 |
Other assets | 276 | 276 |
Total assets | 25,943 | 23,847 |
Current liabilities: | ||
Short-term debt | 749 | 1,451 |
Accounts payable | 260 | 283 |
Accrued expenses and other current liabilities | 1,964 | 1,893 |
Deferred revenue | 117 | 110 |
Income taxes payable | 100 | 110 |
Total current liabilities | 3,190 | 3,847 |
Deferred and other tax liabilities, net | 2,157 | 1,888 |
Long-term debt | 9,249 | 7,509 |
Other liabilities | 64 | 64 |
Total liabilities | 14,660 | 13,308 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 3,580 shares authorized; 1,049 and 1,087 shares outstanding | 2 | 2 |
Additional paid-in capital | 15,169 | 14,907 |
Treasury stock at cost, 607 and 557 shares | (20,970) | (19,205) |
Retained earnings | 16,544 | 14,959 |
Accumulated other comprehensive income/(loss) | 538 | (124) |
Total stockholders’ equity | 11,283 | 10,539 |
Total liabilities and stockholders’ equity | $ 25,943 | $ 23,847 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEET (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common stock - par value (in usd per share) | $ 0.001 | $ 0.001 |
Common stock - shares authorized | 3,580,000,000 | 3,580,000,000 |
Common stock - shares outstanding | 1,049,000,000 | 1,087,000,000 |
Treasury stock - shares | 607,000,000 | 557,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF INCOME - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Net revenues | $ 2,409 | $ 2,217 | $ 6,954 | $ 6,584 |
Cost of net revenues | 556 | 498 | 1,632 | 1,468 |
Gross profit | 1,853 | 1,719 | 5,322 | 5,116 |
Operating expenses: | ||||
Sales and marketing | 627 | 600 | 1,826 | 1,760 |
Product development | 316 | 288 | 907 | 822 |
General and administrative | 254 | 224 | 766 | 651 |
Provision for transaction losses | 68 | 56 | 193 | 172 |
Amortization of acquired intangible assets | 10 | 9 | 28 | 24 |
Total operating expenses | 1,275 | 1,177 | 3,720 | 3,429 |
Income from operations | 578 | 542 | 1,602 | 1,687 |
Interest and other, net | 119 | (9) | 113 | (40) |
Income before income taxes | 697 | 533 | 1,715 | 1,647 |
Income tax benefit (provision) | (174) | (115) | (130) | (310) |
Income from continuing operations | 523 | 418 | 1,585 | 1,337 |
Loss from discontinued operations, net of income taxes | 0 | (5) | 0 | (7) |
Net income | $ 523 | $ 413 | $ 1,585 | $ 1,330 |
Income (loss) per share - basic: | ||||
Continuing operations (in usd per share) | $ 0.49 | $ 0.37 | $ 1.48 | $ 1.17 |
Discontinued operations (in usd per share) | 0 | 0 | 0 | (0.01) |
Net income per share - basic (in usd per share) | 0.49 | 0.37 | 1.48 | 1.16 |
Income (loss) per share - diluted: | ||||
Continuing operations (in usd per share) | 0.48 | 0.36 | 1.45 | 1.16 |
Discontinued operations (in usd per share) | 0 | 0 | 0 | (0.01) |
Net income per share - diluted (in usd per share) | $ 0.48 | $ 0.36 | $ 1.45 | $ 1.15 |
Weighted-average shares: | ||||
Basic (in shares) | 1,062 | 1,126 | 1,074 | 1,143 |
Diluted (in shares) | 1,078 | 1,139 | 1,091 | 1,153 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 523 | $ 413 | $ 1,585 | $ 1,330 |
Other comprehensive income, net of reclassification adjustments: | ||||
Foreign currency translation gain (loss) | 115 | 150 | 791 | 217 |
Unrealized gains (losses) on investments, net | 7 | 353 | (42) | 657 |
Tax benefit (expense) on unrealized gains (losses) on investments, net | (2) | (128) | 16 | (229) |
Unrealized gains (losses) on hedging activities, net | (24) | 0 | (122) | 33 |
Tax benefit (expense) on unrealized gains (losses) on hedging activities, net | 5 | 0 | 19 | 0 |
Other comprehensive income, net of tax | 101 | 375 | 662 | 678 |
Comprehensive income | $ 624 | $ 788 | $ 2,247 | $ 2,008 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS $ in Millions | 9 Months Ended | |
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | |
Cash flows from operating activities: | ||
Net income | $ 1,585 | $ 1,330 |
Loss from discontinued operations, net of income taxes | 0 | 7 |
Adjustments: | ||
Provision for transaction losses | 193 | 172 |
Depreciation and amortization | 504 | 506 |
Stock-based compensation | 356 | 306 |
Gain on sale of business | (167) | 0 |
Deferred income taxes | (38) | (123) |
Changes in assets and liabilities, and other, net of acquisition effects | (275) | 9 |
Net cash provided by continuing operating activities | 2,158 | 2,207 |
Net cash used in discontinued operating activities | 0 | (1) |
Net cash provided by operating activities | 2,158 | 2,206 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (474) | (490) |
Purchases of investments | (11,276) | (7,782) |
Equity investment in Flipkart | (514) | 0 |
Maturities and sales of investments | 10,778 | 5,929 |
Other | (24) | (225) |
Net cash used in continuing investing activities | (1,510) | (2,568) |
Net cash used in discontinued investing activities | 0 | 0 |
Net cash used in investing activities | (1,510) | (2,568) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 74 | 67 |
Repurchases of common stock | (1,824) | (2,002) |
Excess tax benefits from stock-based compensation | 0 | 9 |
Tax withholdings related to net share settlements of restricted stock units and awards | (170) | (96) |
Proceeds from issuance of long-term debt, net | 2,484 | 2,216 |
Repayment of debt | (1,450) | (17) |
Other | (2) | 5 |
Net cash provided by (used in) continuing financing activities | (888) | 182 |
Net cash provided by (used in) discontinued financing activities | 0 | 0 |
Net cash provided by (used in) financing activities | (888) | 182 |
Effect of exchange rate changes on cash and cash equivalents | 184 | 101 |
Net increase (decrease) in cash and cash equivalents | (56) | (79) |
Cash and cash equivalents at beginning of period | 1,816 | 1,832 |
Cash and cash equivalents at end of period | 1,760 | 1,753 |
Cash and cash equivalents of continuing operations at end of period | 1,760 | |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 241 | 199 |
Cash paid for income taxes | 193 | 117 |
Noncash investing activities: | ||
Sale of business in exchange for ownership interest in Flipkart | $ 211 | $ 0 |
The Company and Summary of Sign
The Company and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
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, which includes 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, its localized counterparts and the StubHub mobile apps. Our Classifieds platforms include a collection of brands such as Mobile.de, Kijiji, Gumtree, Marktplaats, eBay Kleinanzeigen and others. When we refer to “we,” “our,” “us” or “eBay” in this Quarterly Report on Form 10-Q, 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, 2016 . 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 statement of the condensed consolidated financial position, results of operations and cash flows for these interim periods. Recently Adopted Accounting Pronouncements In 2016, the FASB issued new guidance to revise certain aspects of stock-based compensation guidance which includes income tax consequences, classification of awards as equity or liabilities, and classification on the statement of cash flows. We adopted the new standard in the first quarter of 2017. Adoption of this standard did not have a material impact on our consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In 2014, the Financial Accounting Standards Board (“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. In 2016, the FASB issued several amendments to the standard, including principal versus agent considerations when another party is involved in providing goods or services to a customer and the application of identifying performance obligations. While we continue to assess all potential impacts of the standard, we currently identified one performance obligation related to the core service offered to sellers in our Marketplace platform and believe additional services mainly to promote or feature listings at the option of sellers are not distinct within the context of the contract. Accordingly, certain fees paid by sellers for these services will be recognized when the single performance obligation is satisfied resulting, in some cases, in a change in the timing of recognition from current guidance. We are in the process of quantifying the impact resulting from the change in timing of recognition for both the Marketplace and StubHub platforms. We do not anticipate that the principal versus agent considerations under ASU 2016-08 Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) will materially change how we present revenue. Further, we believe certain incentives such as coupons and rewards provided to certain users from which we do not earn revenue within the context of the identified contract of approximately $330 million for fiscal year 2016 could be recognized as sales and marketing expense, historically recorded as a reduction of revenue under current guidance. We are in process of quantifying the amount for fiscal year 2017. We currently anticipate adopting the standard using the full retrospective transition method and restate each prior reporting period presented. The Company will adopt the new revenue standard in its first quarter of 2018. 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 anticipate that the adoption of the new standard will increase the volatility of our other income (expense), net, as a result of the remeasurement of our equity and cost method investments. 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 that requires credit losses on financial assets measured at amortized cost basis to be presented at the net amount expected to be collected, not based on incurred losses. Further, credit losses on available-for-sale debt securities should be recorded through an allowance for credit losses limited to the amount by which fair value is below amortized cost. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 is permitted. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2016, the FASB issued new guidance that clarifies the classification of certain cash receipts and cash payments in the statement of cash flows, including debt prepayment or extinguishment costs, settlement of contingent consideration arising from a business combination, insurance settlement proceeds, and distributions from certain equity method investees. Additionally, the FASB issued new guidance to include restricted cash with cash and cash equivalents when reconciling the beginning-of-the-period and end-of-the-period total amounts shown on the statement of cash flows. The new standards are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. While we continue to assess the potential impact of this standard, we do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2016, the FASB issued new guidance that requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. This removes the exception to postpone recognition until the asset has been sold to an outside party. This standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods, with early adoption permitted. It is required to be applied on a modified retrospective basis through a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. We currently anticipate that the adoption of this new guidance will not have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance that narrows the application of when an integrated set of assets and activities is considered a business and provides a framework to assist entities in evaluating whether both an input and a substantive process are present to be considered a business. It is expected that the new guidance will reduce the number of transactions that would need to be further evaluated and accounted for as a business. This standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods, with early adoption permitted. We anticipate that the adoption of the new guidance will impact management’s consideration of strategic investments, but do not expect a material impact on our consolidated financial statements at adoption. In 2017, the FASB issued new guidance to simplify the subsequent measurement of goodwill by removing the requirement to perform a hypothetical purchase price allocation to compute the implied fair value of goodwill to measure impairment. Instead, any goodwill impairment will equal the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Further, the guidance eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. This standard is effective for annual or any interim goodwill impairment test in fiscal years beginning after December 15, 2019, with early adoption permitted for impairment tests performed after January 1, 2017. While we continue to assess the potential impact of this standard, we do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance to clarify the scope and application of the sale or transfer of nonfinancial assets to noncustomers, including partial sales and also defines what constitutes an “in substance nonfinancial asset” which can include financial assets. The new guidance eliminates several accounting differences between transactions involving assets and transactions involving businesses. Further, the guidance aligns the accounting for derecognition of a nonfinancial asset with that of a business. This standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance that will shorten the amortization period for certain callable debt securities held at a premium to the earliest call date to more closely align with expectations incorporated in market pricing. The new guidance will not impact debt securities held at a discount. Adoption of this standard will be made on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods, with early adoption permitted. While we continue to assess the potential impact of this standard, we do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance to amend the scope of modification accounting for share-based payment arrangements. The amendments in the update provide guidance on types of changes to the terms or conditions of share-based payment awards would be required to apply modification accounting under ASC 718, Compensation-Stock Compensation. The amendments are effective for annual reporting periods beginning after December 15, 2017 with early adoption permitted. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2017, the FASB issued new guidance to simplify the application of the hedge accounting guidance in current GAAP and improve the financial reporting of hedging relationships by allowing entities to better align its risk management activities and financial reporting for hedging relationships through changes to both designation and measurement for qualifying hedging relationships and the presentation of hedge results. Further, the new guidance allows more flexibility in the requirements to qualify and maintain hedge accounting. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. |
Net Income (loss) Per Share
Net Income (loss) Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Net Income (loss) Per Share | Net Income (loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) 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 (loss) per share by application of the treasury stock method. The calculation of diluted net income (loss) per share excludes all anti-dilutive common shares. The following table sets forth the computation of basic and diluted net income (loss) per share for the three and nine months ended September 30, 2017 and 2016 (in millions, except per share amounts): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Numerator: Income from continuing operations $ 523 $ 418 $ 1,585 $ 1,337 Loss from discontinued operations, net of income taxes — (5 ) — (7 ) Net income $ 523 $ 413 $ 1,585 $ 1,330 Denominator: Weighted average shares of common stock - basic 1,062 1,126 1,074 1,143 Dilutive effect of equity incentive awards 16 13 17 10 Weighted average shares of common stock - diluted 1,078 1,139 1,091 1,153 Income (loss) per share - basic: Continuing operations $ 0.49 $ 0.37 $ 1.48 $ 1.17 Discontinued operations — — — (0.01 ) Net income per share - basic $ 0.49 $ 0.37 $ 1.48 $ 1.16 Income (loss) per share - diluted: Continuing operations $ 0.48 $ 0.36 $ 1.45 $ 1.16 Discontinued operations — — — (0.01 ) Net income per share - diluted $ 0.48 $ 0.36 $ 1.45 $ 1.15 Common stock equivalents excluded from income per diluted share because their effect would have been anti-dilutive 1 1 2 6 |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations PayPal and Enterprise In 2015, we separated from PayPal through the distribution of 100% of the outstanding common stock of PayPal Holdings, Inc. ("PayPal") to our stockholders (the "Distribution"). Subsequent to the Distribution, we classified the results of PayPal as discontinued operations in our consolidated statement of income for all periods presented. In 2015, we also sold the businesses underlying our former Enterprise segment (“Enterprise”). Subsequent to the sale of Enterprise, we 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 loss 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 (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net revenues $ — $ — $ — $ — Cost of net revenues — — — — Gross profit — — — — Operating expenses: Sales and marketing — — — — Product development — — — — General and administrative — 13 — 15 Provision for transaction and loan losses — — — — Amortization of acquired intangible assets — — — — Goodwill impairment — — — — Total operating expenses — 13 — 15 Loss from operations of discontinued operations — (13 ) — (15 ) Interest and other, net — — — — Loss from discontinued operations before income taxes — (13 ) — (15 ) Income tax benefit — 8 — 8 Loss from discontinued operations, net of income taxes $ — $ (5 ) $ — $ (7 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table presents goodwill activities during the nine months ended September 30, 2017 (in millions): December 31, Goodwill Acquired Adjustments September 30, Goodwill $ 4,501 $ 1 $ 167 $ 4,669 The adjustments to goodwill during the nine months ended September 30, 2017 were primarily due to foreign currency translation. Intangible Assets The components of identifiable intangible assets as of September 30, 2017 and December 31, 2016 are as follows (in millions, except years): September 30, 2017 December 31, 2016 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) Intangible assets: Customer lists and user base $ 447 $ (415 ) $ 32 5 $ 434 $ (393 ) $ 41 5 Marketing related 586 (562 ) 24 5 568 (555 ) 13 5 Developed technologies 266 (249 ) 17 3 263 (229 ) 34 3 All other 154 (149 ) 5 4 154 (140 ) 14 4 Total $ 1,453 $ (1,375 ) $ 78 $ 1,419 $ (1,317 ) $ 102 Amortization expense for intangible assets was $16 million and $15 million for the three months ended September 30, 2017 and 2016 , respectively. Amortization expense for intangible assets was $48 million and $38 million for the nine months ended September 30, 2017 and 2016 , respectively. Expected future intangible asset amortization as of September 30, 2017 is as follows (in millions): Fiscal year: Remaining 2017 $ 16 2018 40 2019 15 2020 7 Thereafter — Total $ 78 |
Segments
Segments | 9 Months Ended |
Sep. 30, 2017 | |
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 three and nine months ended September 30, 2017 and 2016 (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net transaction revenues: Marketplace $ 1,606 $ 1,484 $ 4,721 $ 4,505 StubHub 273 261 704 663 Total net transaction revenues 1,879 1,745 5,425 5,168 Marketing services and other revenues: Marketplace 293 273 859 824 Classifieds 235 197 653 590 StubHub, Corporate and other 2 2 17 2 Total marketing services and other revenues 530 472 1,529 1,416 Total net revenues $ 2,409 $ 2,217 $ 6,954 $ 6,584 |
Investments
Investments | 9 Months Ended |
Sep. 30, 2017 | |
Investments [Abstract] | |
Investments | Investments The following tables summarize the unrealized gains and losses and estimated fair value of our investments classified as available-for-sale as of September 30, 2017 and December 31, 2016 (in millions): September 30, 2017 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Short-term investments: Restricted cash $ 22 $ — $ — $ 22 Corporate debt securities 4,201 3 (8 ) 4,196 Government and agency securities 52 — — 52 $ 4,275 $ 3 $ (8 ) $ 4,270 Long-term investments: Corporate debt securities 5,403 20 (6 ) 5,417 $ 5,403 $ 20 $ (6 ) $ 5,417 December 31, 2016 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Short-term investments: Restricted cash $ 19 $ — $ — $ 19 Corporate debt securities 5,203 44 (1 ) 5,246 Government and agency securities 63 5 — 68 $ 5,285 $ 49 $ (1 ) $ 5,333 Long-term investments: Corporate debt securities 3,848 15 (12 ) 3,851 $ 3,848 $ 15 $ (12 ) $ 3,851 Investment securities in a continuous loss position for greater than 12 months had an estimated fair value of $129 million and an immaterial amount of unrealized losses as of September 30, 2017 and an estimated fair value of $123 million and an immaterial amount of unrealized losses as of December 31, 2016 . 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 as of September 30, 2017 are as follows (in millions): September 30, 2017 One year or less (including restricted cash of $22) $ 4,270 One year through two years 2,431 Two years through three years 1,774 Three years through four years 519 Four years through five years 574 Five years through six years 119 $ 9,687 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. During the third quarter of 2017, we received a 5.44% ownership interest in Flipkart in exchange for our eBay India business and a $500 million cash investment, resulting in a cost method investment of $725 million . The gain on disposal of our eBay India business of $167 million was recorded in interest and other, net on our consolidated statement of income. During the second quarter of 2016, we sold a portion of our equity interest in Jasper Infotech Private Limited (Snapdeal). The resulting gain was recorded in interest and other, net on our consolidated statement of income. As of September 30, 2017 and December 31, 2016 , our equity and cost method investments totaled $885 million and $118 million , respectively. |
Fair Value Measurement of Asset
Fair Value Measurement of Assets and Liabilities | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement of Assets and Liabilities | Fair Value Measurement of Assets and Liabilities The following tables presents financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 (in millions): September 30, 2017 Quoted Prices in Significant Other Assets: Cash and cash equivalents $ 1,760 $ 1,731 $ 29 Short-term investments: Restricted cash 22 22 — Corporate debt securities 4,196 — 4,196 Government and agency securities 52 — 52 Total short-term investments 4,270 22 4,248 Derivatives 79 — 79 Long-term investments: Corporate debt securities 5,417 — 5,417 Total long-term investments 5,417 — 5,417 Total financial assets $ 11,526 $ 1,753 $ 9,773 Liabilities: Derivatives $ 63 $ — $ 63 December 31, 2016 Quoted Prices in Significant Other Assets: Cash and cash equivalents $ 1,816 $ 1,816 $ — Short-term investments: Restricted cash 19 19 — Corporate debt securities 5,246 — 5,246 Government and agency securities 68 — 68 Total short-term investments 5,333 19 5,314 Derivatives 154 — 154 Long-term investments: Corporate debt securities 3,851 — 3,851 Total long-term investments 3,851 — 3,851 Total financial assets $ 11,154 $ 1,835 $ 9,319 Liabilities: Derivatives $ 48 $ — $ 48 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 nine months ended September 30, 2017 . 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 | 9 Months Ended |
Sep. 30, 2017 | |
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 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 (”AOCI”) 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. Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period. Unrealized gains and losses in AOCI associated with such derivative instruments are immediately reclassified into earnings. As of September 30, 2017 , we have estimated that approximately $61 million of net derivative losses related to our cash flow hedges included in AOCI will be reclassified into earnings within the next 12 months. 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. 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 September 30, 2017 and December 31, 2016 were as follows (in millions): Balance Sheet Location September 30, December 31, Derivative Assets: Foreign exchange contracts designated as cash flow hedges Other Current Assets $ 18 $ 67 Foreign exchange contracts not designated as hedging instruments Other Current Assets 42 64 Interest rate contracts designated as fair value hedges Other Assets 19 23 Total derivative assets $ 79 $ 154 Derivative Liabilities: Foreign exchange contracts designated as cash flow hedges Other Current Liabilities $ 32 $ 3 Foreign exchange contracts not designated as hedging instruments Other Current Liabilities 31 45 Total derivative liabilities $ 63 $ 48 Total fair value of derivative instruments $ 16 $ 106 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 September 30, 2017 , the potential effect of rights of set-off associated with the foreign exchange contracts would be an offset to both assets and liabilities by $41 million , resulting in net derivative assets of $19 million and net derivative liabilities of $22 million . We are not required to pledge, nor are we entitled to receive, collateral related to our foreign exchange derivative transactions. As of September 30, 2017 , 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 tables present the activity of derivative contracts that qualify for hedge accounting as of September 30, 2017 and December 31, 2016 , and the impact of these derivative contracts on AOCI for the nine months ended September 30, 2017 and 2016 (in millions): December 31, 2016 Amount of Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) Amount of Gain (Loss) Reclassified From AOCI to Earnings (Effective Portion) September 30, 2017 Foreign exchange contracts designated as cash flow hedges $ 54 $ (94 ) $ 28 $ (68 ) December 31, 2015 Amount of Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) Amount of Gain (Loss) Reclassified From AOCI to Earnings (Effective Portion) September 30, 2016 Foreign exchange contracts designated as cash flow hedges $ 36 $ 96 $ 63 $ 69 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 (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Foreign exchange contracts designated as cash flow hedges recognized in net revenues $ (7 ) $ — $ (7 ) $ — Foreign exchange contracts designated as cash flow hedges recognized in cost of net revenues and operating expenses — 2 11 5 Foreign exchange contracts designated as cash flow hedges recognized in interest and other, net — 25 24 58 Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net (6 ) 6 (14 ) 9 Total gain (loss) recognized from foreign exchange derivative contracts in the condensed consolidated statement of income $ (13 ) $ 33 $ 14 $ 72 The following table provides the location in our financial statements of the recognized gains or losses related to our interest rate derivative instruments (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Gain (loss) from interest rate contracts designated as fair value hedges recognized in interest and other, net $ (5 ) $ (26 ) $ (4 ) $ 58 Gain (loss) from hedged items attributable to hedged risk recognized in interest and other, net 5 26 4 (58 ) 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 as of September 30, 2017 and December 31, 2016 (in millions): September 30, December 31, Foreign exchange contracts designated as cash flow hedges $ 1,999 $ 1,200 Foreign exchange contracts not designated as hedging instruments 3,601 2,993 Interest rate contracts designated as fair value hedges 2,400 2,400 Total $ 8,000 $ 6,593 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the carrying value of our outstanding debt (in millions, except percentages): Coupon As of Effective As of Effective Rate September 30, 2017 Interest Rate December 31, 2016 Interest Rate Long-Term Debt Floating Rate Notes: Senior notes due 2017 LIBOR plus 0.20% $ — $ 450 1.223 % Senior notes due 2019 LIBOR plus 0.48% 400 1.886 % 400 1.460 % Senior notes due 2023 LIBOR plus 0.87% 400 2.285 % Fixed Rate Notes: Senior notes due 2017 1.350% — 1,000 1.456 % Senior notes due 2018 2.500% 750 2.775 % 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 2020 2.150% 500 2.344 % Senior notes due 2021 2.875% 750 2.993 % 750 2.993 % Senior notes due 2022 3.800% 750 3.989 % 750 3.989 % Senior notes due 2022 2.600% 1,000 2.678 % 1,000 2.678 % Senior notes due 2023 2.750% 750 2.866 % Senior notes due 2024 3.450% 750 3.531 % 750 3.531 % Senior notes due 2027 3.600% 850 3.689 % Senior notes due 2042 4.000% 750 4.114 % 750 4.114 % Senior notes due 2056 6.000% 750 6.547 % 750 6.547 % Total senior notes 10,050 9,000 Hedge accounting fair value adjustments 19 23 Unamortized discount and debt issuance costs (70 ) (64 ) Less: Current portion of long-term debt (750 ) (1,450 ) Total long-term debt 9,249 7,509 Short-Term Debt Current portion of long-term debt 750 1,450 Unamortized discount and debt issuance costs (1 ) (1 ) Other indebtedness — 2 Total short-term debt 749 1,451 Total Debt $ 9,998 $ 8,960 Senior Notes During the third quarter of 2017 $1.0 billion of 1.350% fixed rate notes due 2017 and $450 million of floating rate notes due 2017 matured and were repaid. During the second quarter of 2017, we issued senior unsecured notes, or senior notes, in an aggregate principal amount of $2.5 billion . The issuance consisted of $400 million of floating rate notes due 2023, $500 million of 2.150% fixed rate notes due 2020, $750 million of 2.750% fixed rate notes due 2023 and $850 million of 3.600% fixed rate notes due 2027. All of the floating rate notes are not redeemable prior to maturity. On and after March 1, 2021, we may redeem some or all of the 6.000% 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 occurs with respect to the 2.500% fixed rate notes due 2018, the 2.150% fixed rate notes due 2020, the 3.800% fixed rate notes due 2022, the floating rate notes due 2023, the 2.750% fixed rate notes due 2023, the 3.600% fixed rate notes due 2027 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. 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. 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 notes 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, was approximately $83 million and $68 million during the three months ended September 30, 2017 and 2016 , respectively, and $225 million and $186 million during the nine months ended September 30, 2017 and 2016 , respectively. As of September 30, 2017 and December 31, 2016 , the estimated fair value of these senior notes was approximately $10.1 billion and $8.9 billion , respectively. Commercial Paper We have a commercial paper program pursuant to which we may issue commercial paper notes in an aggregate principal amount at maturity of up to $1.5 billion outstanding at any time with maturities of up to 397 days from the date of issue. As of September 30, 2017 , there were no commercial paper notes outstanding. Credit Agreement As of September 30, 2017 , 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, $500 million of borrowing capacity was available as of September 30, 2017 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 during the nine months ended September 30, 2017 . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Off-Balance Sheet Arrangements As of September 30, 2017 , 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 September 30, 2017 , we had a total of $1.3 billion in cash withdrawals offsetting our $1.3 billion in Aggregate Cash Deposits held within the financial institution under the cash pooling arrangement. 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 nine months ended September 30, 2017 . 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. 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 the political and regulatory landscape changes; and 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 addition, we have entered into indemnification agreements with each of our directors, executive officers and certain other officers. These agreements require us to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with us. 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. |
Stockholders_ Equity
Stockholders’ Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Stock Repurchase Program Our stock repurchase program is 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 program 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 program 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. In July 2016, our Board authorized a $2.5 billion stock repurchase program and in July 2017 our Board authorized an additional $3.0 billion stock repurchase program. These stock repurchase programs have no expiration from the date of authorization. The stock repurchase activity under our stock repurchase programs during the nine months ended September 30, 2017 is summarized as follows (in millions, except per share amounts): Shares Repurchased (1) Average Price per Share (2) Value of Shares Repurchased Remaining Amount Authorized Balance as of January 1, 2017 $ 1,336 Authorization of additional plan in July 2017 3,000 Repurchase of shares of common stock 50 $ 34.93 $ 1,764 (1,764 ) Balance as of September 30, 2017 $ 2,572 (1) 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. (2) Excludes broker commissions. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Restricted Stock Unit Activity The following table presents restricted stock unit (“RSU”) activity (including performance-based RSUs that have been earned) under our equity incentive plans as of and for the nine months ended September 30, 2017 (in millions except per share amounts): Units Outstanding as of January 1, 2017 44 Awarded and assumed 21 Vested (14 ) Forfeited (6 ) Outstanding as of September 30, 2017 45 The weighted average grant date fair value for RSUs awarded during the nine months ended September 30, 2017 was $33.76 per share. Stock-Based Compensation Expense The impact on our results of operations of recording stock-based compensation expense for the three and nine months ended September 30, 2017 and 2016 was as follows (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Cost of net revenues $ 14 $ 9 $ 40 $ 26 Sales and marketing 19 24 68 71 Product development 45 40 131 115 General and administrative 40 32 117 94 Total stock-based compensation expense $ 118 $ 105 $ 356 $ 306 Capitalized in product development $ 4 $ 3 $ 10 $ 9 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
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 tax years after 2002 include, among others, the U.S. (Federal and California), Germany, Korea, Israel, Switzerland, 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. During the fourth quarter of 2016, we began the process of realigning our legal structure, subsequent to the distribution of PayPal Holdings, Inc., to better reflect how we manage and operate our platforms. We consider many factors in effecting this realignment, including foreign exchange exposures, long-term cash flows and cash needs of our platforms, capital allocation considerations and the associated tax effects. As a result, we achieved a substantial step-up in the tax basis of the intangible assets in our foreign eBay platforms in 2016. The step-up in tax basis of our foreign eBay platforms resulted from our election to terminate an existing tax ruling and finalize a new agreement with the foreign tax authority. In the fourth quarter of 2016, we recognized a tax benefit of $4.6 billion , which represented the income tax effect of this step-up in tax basis. During the first half of 2017, we recognized a noncash income tax charge of $376 million caused by the foreign exchange remeasurement of the associated deferred tax asset. In the first quarter of 2017, we achieved a step-up in the tax basis of the intangible assets in our foreign Classifieds platforms as a result of voluntary domiciling our Classifieds intangible assets into a new jurisdiction and recognized a tax benefit of $695 million . As a result of the realignment, we no longer benefit from tax rulings previously concluded in several different jurisdictions. Without the benefit of the rulings, the noncash tax impacts of the realignment in our foreign eBay and Classifieds platforms have increased our income tax rate in certain foreign jurisdictions, most significantly Switzerland. The higher rate results from eBay being subject to a higher enacted tax rate for the foreseeable future. Accordingly, our effective tax was 25% and 8% rate for the three and nine months ended September 30, 2017 as compared to 22% and 19% respectively for the same periods in 2016. While we experienced a higher tax rate, the realignment allows us to achieve certain cash tax benefits due to the step-up in tax basis achieved in certain foreign jurisdictions. We expect these cash tax benefits to remain consistent, subject to the performance of our foreign platforms , for a period in excess of 10 years. The realignment is expected to extend into 2018 and primarily impact our international entities. On July 27, 2015, in Altera Corp. v. Commissioner, the U.S. Tax Court issued an opinion invalidating the regulations relating 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. The IRS is appealing the decision and filed its arguments opposing the Tax Court decision in June 2016. 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 September 30, 2017 . We will continue to monitor ongoing developments and potential impacts to our consolidated financial statements. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income The following tables summarize the changes in AOCI for the three and nine months ended September 30, 2017 and 2016 (in millions): Unrealized Gains (Losses) on Derivative Instruments Unrealized Gains on Investments Foreign Currency Translation Estimated Tax (Expense) Benefit Total Balance as of June 30, 2017 $ (44 ) $ 2 $ 446 $ 33 $ 437 Other comprehensive income (loss) before reclassifications (31 ) 3 115 3 90 Less: Amount of gain (loss) reclassified from AOCI (7 ) (4 ) — — (11 ) Net current period other comprehensive income (24 ) 7 115 3 101 Balance as of September 30, 2017 $ (68 ) $ 9 $ 561 $ 36 $ 538 Unrealized Gains (Losses) on Derivative Instruments Unrealized Gains on Investments Foreign Currency Translation Estimated Tax (Expense) Benefit Total Balance as of December 31, 2016 $ 54 $ 51 $ (230 ) $ 1 $ (124 ) Other comprehensive income (loss) before reclassifications (94 ) (29 ) 791 35 703 Less: Amount of gain (loss) reclassified from AOCI 28 13 — — 41 Net current period other comprehensive income (122 ) (42 ) 791 35 662 Balance as of September 30, 2017 $ (68 ) $ 9 $ 561 $ 36 $ 538 Unrealized Gains (Losses) on Derivative Instruments Unrealized Foreign Estimated Tax (Expense) Benefit Total Balance as of June 30, 2016 $ 69 $ 1,149 $ 22 $ (411 ) $ 829 Other comprehensive income (loss) before reclassifications 27 350 150 (128 ) 399 Less: Amount of gain (loss) reclassified from AOCI 27 (3 ) — — 24 Net current period other comprehensive income — 353 150 (128 ) 375 Balance as of September 30, 2016 $ 69 $ 1,502 $ 172 $ (539 ) $ 1,204 Unrealized Gains (Losses) on Derivative Instruments Unrealized Foreign Estimated Tax (Expense) Benefit Total Balance as of December 31, 2015 $ 36 $ 845 $ (45 ) $ (310 ) $ 526 Other comprehensive income (loss) before reclassifications 96 621 217 (229 ) 705 Less: Amount of gain (loss) reclassified from AOCI 63 (36 ) — — 27 Net current period other comprehensive income 33 657 217 (229 ) 678 Balance as of September 30, 2016 $ 69 $ 1,502 $ 172 $ (539 ) $ 1,204 The following table provides details about reclassifications out of AOCI for the three and nine months ended September 30, 2017 and 2016 (in millions): Details about AOCI Components Affected Line Item in the Statement of Income Amount of Gain (Loss) Reclassified From AOCI Three Months Ended Nine Months Ended 2017 2016 2017 2016 Gains (losses) on cash flow hedges - foreign exchange contracts Net Revenues $ (7 ) $ — $ (7 ) $ — Cost of net revenues — — 3 1 Sales and marketing — — 1 — Product development — 1 5 3 General and administrative — 1 2 1 Interest and other, net — 25 24 58 Total, from continuing operations before income taxes (7 ) 27 28 63 Provision for income taxes — — — — Total, net of income taxes (7 ) 27 28 63 Unrealized gains (losses) on investments Interest and other, net (4 ) (3 ) 13 (36 ) Total, before income taxes (4 ) (3 ) 13 (36 ) Provision for income taxes — — — — Total, net of income taxes (4 ) (3 ) 13 (36 ) Total reclassifications for the period Total, net of income taxes $ (11 ) $ 24 $ 41 $ 27 |
The Company and Summary of Si21
The Company and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
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. 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, 2016 . 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 statement of the condensed consolidated financial position, results of operations and cash flows for these interim periods. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In 2016, the FASB issued new guidance to revise certain aspects of stock-based compensation guidance which includes income tax consequences, classification of awards as equity or liabilities, and classification on the statement of cash flows. We adopted the new standard in the first quarter of 2017. Adoption of this standard did not have a material impact on our consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In 2014, the Financial Accounting Standards Board (“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. In 2016, the FASB issued several amendments to the standard, including principal versus agent considerations when another party is involved in providing goods or services to a customer and the application of identifying performance obligations. While we continue to assess all potential impacts of the standard, we currently identified one performance obligation related to the core service offered to sellers in our Marketplace platform and believe additional services mainly to promote or feature listings at the option of sellers are not distinct within the context of the contract. Accordingly, certain fees paid by sellers for these services will be recognized when the single performance obligation is satisfied resulting, in some cases, in a change in the timing of recognition from current guidance. We are in the process of quantifying the impact resulting from the change in timing of recognition for both the Marketplace and StubHub platforms. We do not anticipate that the principal versus agent considerations under ASU 2016-08 Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) will materially change how we present revenue. Further, we believe certain incentives such as coupons and rewards provided to certain users from which we do not earn revenue within the context of the identified contract of approximately $330 million for fiscal year 2016 could be recognized as sales and marketing expense, historically recorded as a reduction of revenue under current guidance. We are in process of quantifying the amount for fiscal year 2017. We currently anticipate adopting the standard using the full retrospective transition method and restate each prior reporting period presented. The Company will adopt the new revenue standard in its first quarter of 2018. 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 anticipate that the adoption of the new standard will increase the volatility of our other income (expense), net, as a result of the remeasurement of our equity and cost method investments. 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 that requires credit losses on financial assets measured at amortized cost basis to be presented at the net amount expected to be collected, not based on incurred losses. Further, credit losses on available-for-sale debt securities should be recorded through an allowance for credit losses limited to the amount by which fair value is below amortized cost. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 is permitted. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2016, the FASB issued new guidance that clarifies the classification of certain cash receipts and cash payments in the statement of cash flows, including debt prepayment or extinguishment costs, settlement of contingent consideration arising from a business combination, insurance settlement proceeds, and distributions from certain equity method investees. Additionally, the FASB issued new guidance to include restricted cash with cash and cash equivalents when reconciling the beginning-of-the-period and end-of-the-period total amounts shown on the statement of cash flows. The new standards are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. While we continue to assess the potential impact of this standard, we do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2016, the FASB issued new guidance that requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. This removes the exception to postpone recognition until the asset has been sold to an outside party. This standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods, with early adoption permitted. It is required to be applied on a modified retrospective basis through a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. We currently anticipate that the adoption of this new guidance will not have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance that narrows the application of when an integrated set of assets and activities is considered a business and provides a framework to assist entities in evaluating whether both an input and a substantive process are present to be considered a business. It is expected that the new guidance will reduce the number of transactions that would need to be further evaluated and accounted for as a business. This standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods, with early adoption permitted. We anticipate that the adoption of the new guidance will impact management’s consideration of strategic investments, but do not expect a material impact on our consolidated financial statements at adoption. In 2017, the FASB issued new guidance to simplify the subsequent measurement of goodwill by removing the requirement to perform a hypothetical purchase price allocation to compute the implied fair value of goodwill to measure impairment. Instead, any goodwill impairment will equal the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Further, the guidance eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. This standard is effective for annual or any interim goodwill impairment test in fiscal years beginning after December 15, 2019, with early adoption permitted for impairment tests performed after January 1, 2017. While we continue to assess the potential impact of this standard, we do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance to clarify the scope and application of the sale or transfer of nonfinancial assets to noncustomers, including partial sales and also defines what constitutes an “in substance nonfinancial asset” which can include financial assets. The new guidance eliminates several accounting differences between transactions involving assets and transactions involving businesses. Further, the guidance aligns the accounting for derecognition of a nonfinancial asset with that of a business. This standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance that will shorten the amortization period for certain callable debt securities held at a premium to the earliest call date to more closely align with expectations incorporated in market pricing. The new guidance will not impact debt securities held at a discount. Adoption of this standard will be made on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods, with early adoption permitted. While we continue to assess the potential impact of this standard, we do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In 2017, the FASB issued new guidance to amend the scope of modification accounting for share-based payment arrangements. The amendments in the update provide guidance on types of changes to the terms or conditions of share-based payment awards would be required to apply modification accounting under ASC 718, Compensation-Stock Compensation. The amendments are effective for annual reporting periods beginning after December 15, 2017 with early adoption permitted. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. In 2017, the FASB issued new guidance to simplify the application of the hedge accounting guidance in current GAAP and improve the financial reporting of hedging relationships by allowing entities to better align its risk management activities and financial reporting for hedging relationships through changes to both designation and measurement for qualifying hedging relationships and the presentation of hedge results. Further, the new guidance allows more flexibility in the requirements to qualify and maintain hedge accounting. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods. We are evaluating the impact of adopting this new accounting guidance on our consolidated financial statements. |
Net Income (loss) Per Share (Ta
Net Income (loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net income (loss) per share | The following table sets forth the computation of basic and diluted net income (loss) per share for the three and nine months ended September 30, 2017 and 2016 (in millions, except per share amounts): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Numerator: Income from continuing operations $ 523 $ 418 $ 1,585 $ 1,337 Loss from discontinued operations, net of income taxes — (5 ) — (7 ) Net income $ 523 $ 413 $ 1,585 $ 1,330 Denominator: Weighted average shares of common stock - basic 1,062 1,126 1,074 1,143 Dilutive effect of equity incentive awards 16 13 17 10 Weighted average shares of common stock - diluted 1,078 1,139 1,091 1,153 Income (loss) per share - basic: Continuing operations $ 0.49 $ 0.37 $ 1.48 $ 1.17 Discontinued operations — — — (0.01 ) Net income per share - basic $ 0.49 $ 0.37 $ 1.48 $ 1.16 Income (loss) per share - diluted: Continuing operations $ 0.48 $ 0.36 $ 1.45 $ 1.16 Discontinued operations — — — (0.01 ) Net income per share - diluted $ 0.48 $ 0.36 $ 1.45 $ 1.15 Common stock equivalents excluded from income per diluted share because their effect would have been anti-dilutive 1 1 2 6 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Financial Results of Discontinued Operations | The following table presents the combined financial results of PayPal and Enterprise (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net revenues $ — $ — $ — $ — Cost of net revenues — — — — Gross profit — — — — Operating expenses: Sales and marketing — — — — Product development — — — — General and administrative — 13 — 15 Provision for transaction and loan losses — — — — Amortization of acquired intangible assets — — — — Goodwill impairment — — — — Total operating expenses — 13 — 15 Loss from operations of discontinued operations — (13 ) — (15 ) Interest and other, net — — — — Loss from discontinued operations before income taxes — (13 ) — (15 ) Income tax benefit — 8 — 8 Loss from discontinued operations, net of income taxes $ — $ (5 ) $ — $ (7 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill balances and adjustments by reportable segment | The following table presents goodwill activities during the nine months ended September 30, 2017 (in millions): December 31, Goodwill Acquired Adjustments September 30, Goodwill $ 4,501 $ 1 $ 167 $ 4,669 |
Schedule of identifiable intangible assets | The components of identifiable intangible assets as of September 30, 2017 and December 31, 2016 are as follows (in millions, except years): September 30, 2017 December 31, 2016 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) Intangible assets: Customer lists and user base $ 447 $ (415 ) $ 32 5 $ 434 $ (393 ) $ 41 5 Marketing related 586 (562 ) 24 5 568 (555 ) 13 5 Developed technologies 266 (249 ) 17 3 263 (229 ) 34 3 All other 154 (149 ) 5 4 154 (140 ) 14 4 Total $ 1,453 $ (1,375 ) $ 78 $ 1,419 $ (1,317 ) $ 102 |
Schedule of future intangible asset amortization | Expected future intangible asset amortization as of September 30, 2017 is as follows (in millions): Fiscal year: Remaining 2017 $ 16 2018 40 2019 15 2020 7 Thereafter — Total $ 78 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of revenue by type | The following table sets forth the breakdown of net revenues by type for the three and nine months ended September 30, 2017 and 2016 (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net transaction revenues: Marketplace $ 1,606 $ 1,484 $ 4,721 $ 4,505 StubHub 273 261 704 663 Total net transaction revenues 1,879 1,745 5,425 5,168 Marketing services and other revenues: Marketplace 293 273 859 824 Classifieds 235 197 653 590 StubHub, Corporate and other 2 2 17 2 Total marketing services and other revenues 530 472 1,529 1,416 Total net revenues $ 2,409 $ 2,217 $ 6,954 $ 6,584 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Investments [Abstract] | |
Fair value of short and long-term investments classified as available for sale | The following tables summarize the unrealized gains and losses and estimated fair value of our investments classified as available-for-sale as of September 30, 2017 and December 31, 2016 (in millions): September 30, 2017 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Short-term investments: Restricted cash $ 22 $ — $ — $ 22 Corporate debt securities 4,201 3 (8 ) 4,196 Government and agency securities 52 — — 52 $ 4,275 $ 3 $ (8 ) $ 4,270 Long-term investments: Corporate debt securities 5,403 20 (6 ) 5,417 $ 5,403 $ 20 $ (6 ) $ 5,417 December 31, 2016 Gross Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Short-term investments: Restricted cash $ 19 $ — $ — $ 19 Corporate debt securities 5,203 44 (1 ) 5,246 Government and agency securities 63 5 — 68 $ 5,285 $ 49 $ (1 ) $ 5,333 Long-term investments: Corporate debt securities 3,848 15 (12 ) 3,851 $ 3,848 $ 15 $ (12 ) $ 3,851 |
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 as of September 30, 2017 are as follows (in millions): September 30, 2017 One year or less (including restricted cash of $22) $ 4,270 One year through two years 2,431 Two years through three years 1,774 Three years through four years 519 Four years through five years 574 Five years through six years 119 $ 9,687 |
Fair Value Measurement of Ass27
Fair Value Measurement of Assets and Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of assets and liabilities measured on a recurring basis | The following tables presents financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 (in millions): September 30, 2017 Quoted Prices in Significant Other Assets: Cash and cash equivalents $ 1,760 $ 1,731 $ 29 Short-term investments: Restricted cash 22 22 — Corporate debt securities 4,196 — 4,196 Government and agency securities 52 — 52 Total short-term investments 4,270 22 4,248 Derivatives 79 — 79 Long-term investments: Corporate debt securities 5,417 — 5,417 Total long-term investments 5,417 — 5,417 Total financial assets $ 11,526 $ 1,753 $ 9,773 Liabilities: Derivatives $ 63 $ — $ 63 December 31, 2016 Quoted Prices in Significant Other Assets: Cash and cash equivalents $ 1,816 $ 1,816 $ — Short-term investments: Restricted cash 19 19 — Corporate debt securities 5,246 — 5,246 Government and agency securities 68 — 68 Total short-term investments 5,333 19 5,314 Derivatives 154 — 154 Long-term investments: Corporate debt securities 3,851 — 3,851 Total long-term investments 3,851 — 3,851 Total financial assets $ 11,154 $ 1,835 $ 9,319 Liabilities: Derivatives $ 48 $ — $ 48 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
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 September 30, 2017 and December 31, 2016 were as follows (in millions): Balance Sheet Location September 30, December 31, Derivative Assets: Foreign exchange contracts designated as cash flow hedges Other Current Assets $ 18 $ 67 Foreign exchange contracts not designated as hedging instruments Other Current Assets 42 64 Interest rate contracts designated as fair value hedges Other Assets 19 23 Total derivative assets $ 79 $ 154 Derivative Liabilities: Foreign exchange contracts designated as cash flow hedges Other Current Liabilities $ 32 $ 3 Foreign exchange contracts not designated as hedging instruments Other Current Liabilities 31 45 Total derivative liabilities $ 63 $ 48 Total fair value of derivative instruments $ 16 $ 106 |
Impact of derivative contracts on accumulated other comprehensive income | The following tables present the activity of derivative contracts that qualify for hedge accounting as of September 30, 2017 and December 31, 2016 , and the impact of these derivative contracts on AOCI for the nine months ended September 30, 2017 and 2016 (in millions): December 31, 2016 Amount of Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) Amount of Gain (Loss) Reclassified From AOCI to Earnings (Effective Portion) September 30, 2017 Foreign exchange contracts designated as cash flow hedges $ 54 $ (94 ) $ 28 $ (68 ) December 31, 2015 Amount of Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) Amount of Gain (Loss) Reclassified From AOCI to Earnings (Effective Portion) September 30, 2016 Foreign exchange contracts designated as cash flow hedges $ 36 $ 96 $ 63 $ 69 |
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 (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Foreign exchange contracts designated as cash flow hedges recognized in net revenues $ (7 ) $ — $ (7 ) $ — Foreign exchange contracts designated as cash flow hedges recognized in cost of net revenues and operating expenses — 2 11 5 Foreign exchange contracts designated as cash flow hedges recognized in interest and other, net — 25 24 58 Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net (6 ) 6 (14 ) 9 Total gain (loss) recognized from foreign exchange derivative contracts in the condensed consolidated statement of income $ (13 ) $ 33 $ 14 $ 72 The following table provides the location in our financial statements of the recognized gains or losses related to our interest rate derivative instruments (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Gain (loss) from interest rate contracts designated as fair value hedges recognized in interest and other, net $ (5 ) $ (26 ) $ (4 ) $ 58 Gain (loss) from hedged items attributable to hedged risk recognized in interest and other, net 5 26 4 (58 ) 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 as of September 30, 2017 and December 31, 2016 (in millions): September 30, December 31, Foreign exchange contracts designated as cash flow hedges $ 1,999 $ 1,200 Foreign exchange contracts not designated as hedging instruments 3,601 2,993 Interest rate contracts designated as fair value hedges 2,400 2,400 Total $ 8,000 $ 6,593 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Carrying value of outstanding debt | The following table summarizes the carrying value of our outstanding debt (in millions, except percentages): Coupon As of Effective As of Effective Rate September 30, 2017 Interest Rate December 31, 2016 Interest Rate Long-Term Debt Floating Rate Notes: Senior notes due 2017 LIBOR plus 0.20% $ — $ 450 1.223 % Senior notes due 2019 LIBOR plus 0.48% 400 1.886 % 400 1.460 % Senior notes due 2023 LIBOR plus 0.87% 400 2.285 % Fixed Rate Notes: Senior notes due 2017 1.350% — 1,000 1.456 % Senior notes due 2018 2.500% 750 2.775 % 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 2020 2.150% 500 2.344 % Senior notes due 2021 2.875% 750 2.993 % 750 2.993 % Senior notes due 2022 3.800% 750 3.989 % 750 3.989 % Senior notes due 2022 2.600% 1,000 2.678 % 1,000 2.678 % Senior notes due 2023 2.750% 750 2.866 % Senior notes due 2024 3.450% 750 3.531 % 750 3.531 % Senior notes due 2027 3.600% 850 3.689 % Senior notes due 2042 4.000% 750 4.114 % 750 4.114 % Senior notes due 2056 6.000% 750 6.547 % 750 6.547 % Total senior notes 10,050 9,000 Hedge accounting fair value adjustments 19 23 Unamortized discount and debt issuance costs (70 ) (64 ) Less: Current portion of long-term debt (750 ) (1,450 ) Total long-term debt 9,249 7,509 Short-Term Debt Current portion of long-term debt 750 1,450 Unamortized discount and debt issuance costs (1 ) (1 ) Other indebtedness — 2 Total short-term debt 749 1,451 Total Debt $ 9,998 $ 8,960 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Summary of stock repurchase activity under stock repurchase program | The stock repurchase activity under our stock repurchase programs during the nine months ended September 30, 2017 is summarized as follows (in millions, except per share amounts): Shares Repurchased (1) Average Price per Share (2) Value of Shares Repurchased Remaining Amount Authorized Balance as of January 1, 2017 $ 1,336 Authorization of additional plan in July 2017 3,000 Repurchase of shares of common stock 50 $ 34.93 $ 1,764 (1,764 ) Balance as of September 30, 2017 $ 2,572 (1) 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. (2) Excludes broker commissions. |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of restricted stock unit activity | The following table presents restricted stock unit (“RSU”) activity (including performance-based RSUs that have been earned) under our equity incentive plans as of and for the nine months ended September 30, 2017 (in millions except per share amounts): Units Outstanding as of January 1, 2017 44 Awarded and assumed 21 Vested (14 ) Forfeited (6 ) Outstanding as of September 30, 2017 45 |
Schedule of stock-based compensation expense | The impact on our results of operations of recording stock-based compensation expense for the three and nine months ended September 30, 2017 and 2016 was as follows (in millions): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Cost of net revenues $ 14 $ 9 $ 40 $ 26 Sales and marketing 19 24 68 71 Product development 45 40 131 115 General and administrative 40 32 117 94 Total stock-based compensation expense $ 118 $ 105 $ 356 $ 306 Capitalized in product development $ 4 $ 3 $ 10 $ 9 |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive Income (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Changes in accumulated balances of other comprehensive income | The following tables summarize the changes in AOCI for the three and nine months ended September 30, 2017 and 2016 (in millions): Unrealized Gains (Losses) on Derivative Instruments Unrealized Gains on Investments Foreign Currency Translation Estimated Tax (Expense) Benefit Total Balance as of June 30, 2017 $ (44 ) $ 2 $ 446 $ 33 $ 437 Other comprehensive income (loss) before reclassifications (31 ) 3 115 3 90 Less: Amount of gain (loss) reclassified from AOCI (7 ) (4 ) — — (11 ) Net current period other comprehensive income (24 ) 7 115 3 101 Balance as of September 30, 2017 $ (68 ) $ 9 $ 561 $ 36 $ 538 Unrealized Gains (Losses) on Derivative Instruments Unrealized Gains on Investments Foreign Currency Translation Estimated Tax (Expense) Benefit Total Balance as of December 31, 2016 $ 54 $ 51 $ (230 ) $ 1 $ (124 ) Other comprehensive income (loss) before reclassifications (94 ) (29 ) 791 35 703 Less: Amount of gain (loss) reclassified from AOCI 28 13 — — 41 Net current period other comprehensive income (122 ) (42 ) 791 35 662 Balance as of September 30, 2017 $ (68 ) $ 9 $ 561 $ 36 $ 538 Unrealized Gains (Losses) on Derivative Instruments Unrealized Foreign Estimated Tax (Expense) Benefit Total Balance as of June 30, 2016 $ 69 $ 1,149 $ 22 $ (411 ) $ 829 Other comprehensive income (loss) before reclassifications 27 350 150 (128 ) 399 Less: Amount of gain (loss) reclassified from AOCI 27 (3 ) — — 24 Net current period other comprehensive income — 353 150 (128 ) 375 Balance as of September 30, 2016 $ 69 $ 1,502 $ 172 $ (539 ) $ 1,204 Unrealized Gains (Losses) on Derivative Instruments Unrealized Foreign Estimated Tax (Expense) Benefit Total Balance as of December 31, 2015 $ 36 $ 845 $ (45 ) $ (310 ) $ 526 Other comprehensive income (loss) before reclassifications 96 621 217 (229 ) 705 Less: Amount of gain (loss) reclassified from AOCI 63 (36 ) — — 27 Net current period other comprehensive income 33 657 217 (229 ) 678 Balance as of September 30, 2016 $ 69 $ 1,502 $ 172 $ (539 ) $ 1,204 |
Reclassifications out of accumulated other comprehensive income | The following table provides details about reclassifications out of AOCI for the three and nine months ended September 30, 2017 and 2016 (in millions): Details about AOCI Components Affected Line Item in the Statement of Income Amount of Gain (Loss) Reclassified From AOCI Three Months Ended Nine Months Ended 2017 2016 2017 2016 Gains (losses) on cash flow hedges - foreign exchange contracts Net Revenues $ (7 ) $ — $ (7 ) $ — Cost of net revenues — — 3 1 Sales and marketing — — 1 — Product development — 1 5 3 General and administrative — 1 2 1 Interest and other, net — 25 24 58 Total, from continuing operations before income taxes (7 ) 27 28 63 Provision for income taxes — — — — Total, net of income taxes (7 ) 27 28 63 Unrealized gains (losses) on investments Interest and other, net (4 ) (3 ) 13 (36 ) Total, before income taxes (4 ) (3 ) 13 (36 ) Provision for income taxes — — — — Total, net of income taxes (4 ) (3 ) 13 (36 ) Total reclassifications for the period Total, net of income taxes $ (11 ) $ 24 $ 41 $ 27 |
The Company and Summary of Si33
The Company and Summary of Significant Accounting Policies - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
ASU 2014-09 | Sales and Marketing | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Coupon and awards expense | $ 330 |
Net Income (loss) Per Share (De
Net Income (loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator: | ||||
Income from continuing operations | $ 523 | $ 418 | $ 1,585 | $ 1,337 |
Loss from discontinued operations, net of income taxes | 0 | (5) | 0 | (7) |
Net income | $ 523 | $ 413 | $ 1,585 | $ 1,330 |
Denominator: | ||||
Weighted average shares of common stock - basic | 1,062 | 1,126 | 1,074 | 1,143 |
Dilutive effect of equity incentive awards (in shares) | 16 | 13 | 17 | 10 |
Weighted average shares of common stock - diluted | 1,078 | 1,139 | 1,091 | 1,153 |
Income (loss) per share - basic: | ||||
Continuing operations (in usd per share) | $ 0.49 | $ 0.37 | $ 1.48 | $ 1.17 |
Discontinued operations (in usd per share) | 0 | 0 | 0 | (0.01) |
Net income per share - basic (in usd per share) | 0.49 | 0.37 | 1.48 | 1.16 |
Income (loss) per share - diluted: | ||||
Continuing operations (in usd per share) | 0.48 | 0.36 | 1.45 | 1.16 |
Discontinued operations (in usd per share) | 0 | 0 | 0 | (0.01) |
Net income per share - diluted (in usd per share) | $ 0.48 | $ 0.36 | $ 1.45 | $ 1.15 |
Common stock equivalents excluded from income per diluted share because their effect would have been anti-dilutive (in shares) | 1 | 1 | 2 | 6 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Net revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Cost of net revenues | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Sales and marketing | 0 | 0 | 0 | 0 |
Product development | 0 | 0 | 0 | 0 |
General and administrative | 0 | 13 | 0 | 15 |
Provision for transaction and loan losses | 0 | 0 | 0 | 0 |
Amortization of acquired intangible assets | 0 | 0 | 0 | 0 |
Goodwill impairment | 0 | 0 | 0 | 0 |
Total operating expenses | 0 | 13 | 0 | 15 |
Loss from operations of discontinued operations | 0 | (13) | 0 | (15) |
Interest and other, net | 0 | 0 | 0 | 0 |
Loss from discontinued operations before income taxes | 0 | (13) | 0 | (15) |
Income tax benefit | 0 | 8 | 0 | 8 |
Loss from discontinued operations, net of income taxes | $ 0 | $ (5) | $ 0 | $ (7) |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Goodwill Balances and Adjustments (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Goodwill | |
December 31, 2016 | $ 4,501 |
Goodwill Acquired | 1 |
Adjustments | 167 |
September 30, 2017 | $ 4,669 |
Segments (Details)
Segments (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)segment | Sep. 30, 2016USD ($) | |
Segment Reporting [Abstract] | ||||
Number of operating segments | segment | 1 | |||
Number of reportable segments | segment | 1 | |||
Segment Reporting Information [Line Items] | ||||
Total net transaction revenues | $ 1,879 | $ 1,745 | $ 5,425 | $ 5,168 |
Total marketing services and other revenues | 530 | 472 | 1,529 | 1,416 |
Total net revenues | 2,409 | 2,217 | 6,954 | 6,584 |
Marketplace | ||||
Segment Reporting Information [Line Items] | ||||
Total net transaction revenues | 1,606 | 1,484 | 4,721 | 4,505 |
Total marketing services and other revenues | 293 | 273 | 859 | 824 |
StubHub | ||||
Segment Reporting Information [Line Items] | ||||
Total net transaction revenues | 273 | 261 | 704 | 663 |
Classifieds | ||||
Segment Reporting Information [Line Items] | ||||
Total marketing services and other revenues | 235 | 197 | 653 | 590 |
StubHub, Corporate and other | ||||
Segment Reporting Information [Line Items] | ||||
Total marketing services and other revenues | $ 2 | $ 2 | $ 17 | $ 2 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Intangible assets: | |||||
Gross Carrying Amount | $ 1,453 | $ 1,453 | $ 1,419 | ||
Accumulated Amortization | (1,375) | (1,375) | (1,317) | ||
Intangible Assets, Net | 78 | 78 | 102 | ||
Amortization expense | 16 | $ 15 | 48 | $ 38 | |
Customer lists and user base | |||||
Intangible assets: | |||||
Gross Carrying Amount | 447 | 447 | 434 | ||
Accumulated Amortization | (415) | (415) | (393) | ||
Intangible Assets, Net | 32 | $ 32 | $ 41 | ||
Weighted Average Useful Life (Years) | 5 years | 5 years | |||
Marketing related | |||||
Intangible assets: | |||||
Gross Carrying Amount | 586 | $ 586 | $ 568 | ||
Accumulated Amortization | (562) | (562) | (555) | ||
Intangible Assets, Net | 24 | $ 24 | $ 13 | ||
Weighted Average Useful Life (Years) | 5 years | 5 years | |||
Developed technologies | |||||
Intangible assets: | |||||
Gross Carrying Amount | 266 | $ 266 | $ 263 | ||
Accumulated Amortization | (249) | (249) | (229) | ||
Intangible Assets, Net | 17 | $ 17 | $ 34 | ||
Weighted Average Useful Life (Years) | 3 years | 3 years | |||
All other | |||||
Intangible assets: | |||||
Gross Carrying Amount | 154 | $ 154 | $ 154 | ||
Accumulated Amortization | (149) | (149) | (140) | ||
Intangible Assets, Net | $ 5 | $ 5 | $ 14 | ||
Weighted Average Useful Life (Years) | 4 years | 4 years |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Intangible Asset Amortization Expense, Fiscal Year Maturity (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Fiscal year: | ||
Remaining 2,017 | $ 16 | |
2,018 | 40 | |
2,019 | 15 | |
2,020 | 7 | |
Thereafter | 0 | |
Intangible Assets, Net | $ 78 | $ 102 |
Investments - Available-For-Sal
Investments - Available-For-Sale Securities (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Available-for-sale Securities, Debt Maturities, Fair Value, Fiscal Year Maturity [Abstract] | ||
One year or less (including restricted cash of $22) | $ 4,270 | |
One year through two years | 2,431 | |
Two years through three years | 1,774 | |
Three years through four years | 519 | |
Four years through five years | 574 | |
Five years through six years | 119 | |
Estimated Fair Value | 9,687 | |
Restricted cash | 22 | |
Short-term Investments | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 4,275 | $ 5,285 |
Gross Unrealized Gains | 3 | 49 |
Gross Unrealized Losses | (8) | (1) |
Estimated Fair Value | 4,270 | 5,333 |
Short-term Investments | Restricted cash | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 22 | 19 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 22 | 19 |
Short-term Investments | Corporate debt securities | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 4,201 | 5,203 |
Gross Unrealized Gains | 3 | 44 |
Gross Unrealized Losses | (8) | (1) |
Estimated Fair Value | 4,196 | 5,246 |
Short-term Investments | Government and agency securities | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 52 | 63 |
Gross Unrealized Gains | 0 | 5 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 52 | 68 |
Long-term Investments | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 5,403 | 3,848 |
Gross Unrealized Gains | 20 | 15 |
Gross Unrealized Losses | (6) | (12) |
Estimated Fair Value | 5,417 | 3,851 |
Long-term Investments | Corporate debt securities | ||
Available-for-sale Securities, Gross Unrealized Gain (Loss) [Abstract] | ||
Gross Amortized Cost | 5,403 | 3,848 |
Gross Unrealized Gains | 20 | 15 |
Gross Unrealized Losses | (6) | (12) |
Estimated Fair Value | $ 5,417 | $ 3,851 |
Investments - Available-For-S41
Investments - Available-For-Sale Securities - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Investments [Abstract] | ||
Investment securities in a continuous loss position for greater than 12 months, estimated fair value | $ 129 | $ 123 |
Investments - Cost and Equity M
Investments - Cost and Equity Method Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||||
Cash investment | $ 11,276 | $ 7,782 | ||
Gain (Loss) on Disposition of Business | 167 | $ 0 | ||
Long-term Investments | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Cost and equity method investments | $ 885 | 885 | $ 118 | |
Flipkart | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Noncash or Part Noncash Acquisition, Interest Acquired | 5.44% | |||
Cash investment | $ 500 | |||
Cost Method Investments | 725 | $ 725 | ||
Flipkart | eBay.in Business | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Gain (Loss) on Disposition of Business | $ 167 |
Fair Value Measurement of Ass43
Fair Value Measurement of Assets and Liabilities - Financial Assets and Liabilities Measured at Fair Value, Recurring (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Assets: | ||
Derivatives | $ 19 | |
Liabilities: | ||
Derivatives | 22 | |
Recurring | ||
Assets: | ||
Cash and cash equivalents | 1,760 | $ 1,816 |
Derivatives | 154 | |
Total financial assets | 11,526 | 11,154 |
Recurring | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 4,270 | 5,333 |
Recurring | Other Current Assets | ||
Assets: | ||
Derivatives | 79 | |
Recurring | Long-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 5,417 | 3,851 |
Recurring | Other Current Liabilities | ||
Liabilities: | ||
Derivatives | 63 | 48 |
Recurring | Restricted cash | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 22 | 19 |
Recurring | Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 4,196 | 5,246 |
Recurring | Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 5,417 | 3,851 |
Recurring | Government and agency securities | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 52 | 68 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Cash and cash equivalents | 1,731 | 1,816 |
Derivatives | 0 | |
Total financial assets | 1,753 | 1,835 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 22 | 19 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Other Current Assets | ||
Assets: | ||
Derivatives | 0 | |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 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, Fair Value Disclosure | 22 | 19 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 0 | 0 |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Government and agency securities | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 0 | 0 |
Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Cash and cash equivalents | 29 | 0 |
Derivatives | 154 | |
Total financial assets | 9,773 | 9,319 |
Recurring | Significant Other Observable Inputs (Level 2) | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 4,248 | 5,314 |
Recurring | Significant Other Observable Inputs (Level 2) | Other Current Assets | ||
Assets: | ||
Derivatives | 79 | |
Recurring | Significant Other Observable Inputs (Level 2) | Long-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 5,417 | 3,851 |
Recurring | Significant Other Observable Inputs (Level 2) | Other Current Liabilities | ||
Liabilities: | ||
Derivatives | 63 | 48 |
Recurring | Significant Other Observable Inputs (Level 2) | Restricted cash | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 0 | 0 |
Recurring | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 4,196 | 5,246 |
Recurring | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Long-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | 5,417 | 3,851 |
Recurring | Significant Other Observable Inputs (Level 2) | Government and agency securities | Short-term Investments | ||
Assets: | ||
Investments, Fair Value Disclosure | $ 52 | $ 68 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Jul. 31, 2014 | |
Derivative [Line Items] | ||
Net derivative gains to be reclassified into earnings within the next 12 months | $ 61 | |
Offset asset | 41 | |
Offset liability | 31 | |
Net derivative assets | 19 | |
Net derivative liabilities | $ 22 | |
Foreign Exchange Contract | Designated as Hedging Instrument | Minimum | ||
Derivative [Line Items] | ||
Derivative contract duration | 1 month | |
Foreign Exchange Contract | Designated as Hedging Instrument | Maximum | ||
Derivative [Line Items] | ||
Derivative contract duration | 1 year | |
Foreign Exchange Contract | Designated as Hedging Instrument | Maximum | 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 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Contracts (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 79 | $ 154 |
Derivative liabilities | 63 | 48 |
Total fair value of derivative instruments | 16 | 106 |
Foreign Exchange Contract | Designated as Hedging Instrument | Other Current Assets | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 18 | 67 |
Foreign Exchange Contract | Designated as Hedging Instrument | Other Current Liabilities | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 32 | 3 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 42 | 64 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 31 | 45 |
Interest Rate Contract | Designated as Hedging Instrument | Other Assets | Fair Value Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 19 | $ 23 |
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 | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Effect of derivative Contracts on Accumulated Other Comprehensive Income | ||
Beginning balance | $ 54 | $ 36 |
Amount of Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | (94) | 96 |
Amount of Gain (Loss) Reclassified From AOCI to Earnings (Effective Portion) | 28 | 63 |
Ending balance | $ (68) | $ 69 |
Derivative Instruments - Effect
Derivative Instruments - Effect of Derivative Contracts on Condensed Consolidated Statement of Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Foreign Exchange Contract | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | $ (13) | $ 33 | $ 14 | $ 72 |
Foreign Exchange Contract | Revenues | 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 | (7) | 0 | (7) | 0 |
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 | 0 | 2 | 11 | 5 |
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 | 0 | 25 | 24 | 58 |
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 | (6) | 6 | (14) | 9 |
Interest Rate Contract | Interest and Other, Net | Designated as Hedging Instrument | Fair Value Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) from interest rate contracts designated as fair value hedges recognized in interest and other, net | (5) | (26) | (4) | 58 |
Gain (loss) from hedged items attributable to hedged risk recognized in interest and other, net | 5 | 26 | 4 | (58) |
Gain (loss) recognized from derivative contracts in the condensed consolidated statement of income | $ 0 | $ 0 | $ 0 | $ 0 |
Derivative Instruments - Notion
Derivative Instruments - Notional Amounts of Derivatives Outstanding (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Sep. 30, 2016 |
Derivatives, Fair Value [Line Items] | ||
Notional amount | $ 8,000 | $ 6,593 |
Foreign Exchange Contract | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Notional amount | 1,999 | 1,200 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Notional amount | 3,601 | 2,993 |
Interest Rate Contract | Designated as Hedging Instrument | Fair Value Hedging | ||
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 | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||
Total senior notes | $ 10,050 | $ 9,000 |
Hedge accounting fair value adjustments | 19 | 23 |
Unamortized discount and debt issuance costs | (70) | (64) |
Less: Current portion of long-term debt | 750 | 1,450 |
Total long-term debt | 9,249 | 7,509 |
Current portion of long-term debt | (750) | (1,450) |
Unamortized discount and debt issuance costs | (1) | (1) |
Other indebtedness | 0 | 2 |
Total short-term debt | 749 | 1,451 |
Total Debt | 9,998 | 8,960 |
Senior Notes | Floating rate, Senior notes due 2017 | ||
Debt Instrument [Line Items] | ||
Total senior notes | $ 0 | $ 450 |
Effective interest rate | 1.223% | |
Senior Notes | Floating rate, Senior notes due 2017 | LIBOR | ||
Debt Instrument [Line Items] | ||
Coupon rate, variable rate notes | 0.20% | |
Senior Notes | Floating rate, Senior notes due 2019 | ||
Debt Instrument [Line Items] | ||
Total senior notes | $ 400 | $ 400 |
Effective interest rate | 1.886% | 1.46% |
Senior Notes | Floating rate, Senior notes due 2019 | LIBOR | ||
Debt Instrument [Line Items] | ||
Coupon rate, variable rate notes | 0.48% | |
Senior Notes | Floating rate, Senior notes due 2023 | ||
Debt Instrument [Line Items] | ||
Total senior notes | $ 400 | |
Effective interest rate | 2.285% | |
Senior Notes | Floating rate, Senior notes due 2023 | LIBOR | ||
Debt Instrument [Line Items] | ||
Coupon rate, variable rate notes | 0.87% | |
Senior Notes | 1.350% Senior notes due 2017 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 1.35% | |
Total senior notes | $ 0 | $ 1,000 |
Effective interest rate | 1.456% | |
Senior Notes | 2.500% Senior notes due 2018 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 2.50% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 2.775% | 2.775% |
Senior Notes | 2.200% Senior notes due 2019 | ||
Debt Instrument [Line Items] | ||
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 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 3.25% | |
Total senior notes | $ 500 | $ 500 |
Effective interest rate | 3.389% | 3.389% |
Senior Notes | 2.150% Senior notes due 2020 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 2.15% | |
Total senior notes | $ 500 | |
Effective interest rate | 2.344% | |
Senior Notes | 2.875% Senior notes due 2021 | ||
Debt Instrument [Line Items] | ||
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 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 3.80% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 3.989% | 3.989% |
Senior Notes | 2.600% Senior notes due 2022 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 2.60% | |
Total senior notes | $ 1,000 | $ 1,000 |
Effective interest rate | 2.678% | 2.678% |
Senior Notes | 2.750% Senior notes due 2023 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 2.75% | |
Total senior notes | $ 750 | |
Effective interest rate | 2.866% | |
Senior Notes | 3.450% Senior notes due 2024 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 3.45% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 3.531% | 3.531% |
Senior Notes | 3.600% Senior notes due 2027 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 3.60% | |
Total senior notes | $ 850 | |
Effective interest rate | 3.689% | |
Senior Notes | 4.000% Senior notes due 2042 | ||
Debt Instrument [Line Items] | ||
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 | ||
Debt Instrument [Line Items] | ||
Coupon rate, fixed rate notes | 6.00% | |
Total senior notes | $ 750 | $ 750 |
Effective interest rate | 6.547% | 6.547% |
Debt - Senior Notes (Details)
Debt - Senior Notes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Jul. 31, 2014 | |
Debt Instrument [Line Items] | ||||||
Debt issued | $ 2,500,000,000 | $ 2,500,000,000 | ||||
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] | ||||||
Redemption price, percentage, in the event of change of control | 101.00% | |||||
Interest expense | 83,000,000 | $ 68,000,000 | 225,000,000 | $ 186,000,000 | ||
Fair value of long-term debt | 10,100,000,000 | $ 10,100,000,000 | $ 8,900,000,000 | |||
Senior Notes | 1.350% Senior notes due 2017 | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of matured debt | $ 1,000,000,000 | |||||
Coupon rate, fixed rate notes | 1.35% | 1.35% | ||||
Senior Notes | Floating rate, Senior notes due 2017 | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of matured debt | $ 450,000,000 | |||||
Senior Notes | Floating rate, Senior notes due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Debt issued | $ 400,000,000 | $ 400,000,000 | ||||
Senior Notes | 2.500% Senior notes due 2018 | ||||||
Debt Instrument [Line Items] | ||||||
Coupon rate, fixed rate notes | 2.50% | 2.50% | ||||
Senior Notes | 3.800% Senior notes due 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Coupon rate, fixed rate notes | 3.80% | 3.80% | ||||
Senior Notes | 6.000% Senior notes due 2056 | ||||||
Debt Instrument [Line Items] | ||||||
Coupon rate, fixed rate notes | 6.00% | 6.00% | ||||
Redemption price, percentage | 100.00% | |||||
Senior Notes | 2.150% Senior notes due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Coupon rate, fixed rate notes | 2.15% | 2.15% | ||||
Debt issued | $ 500,000,000 | $ 500,000,000 | ||||
Senior Notes | 2.750% Senior notes due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Coupon rate, fixed rate notes | 2.75% | 2.75% | ||||
Debt issued | $ 750,000,000 | $ 750,000,000 | ||||
Senior Notes | 3.600% Senior notes due 2027 | ||||||
Debt Instrument [Line Items] | ||||||
Coupon rate, fixed rate notes | 3.60% | 3.60% | ||||
Debt issued | $ 850,000,000 | $ 850,000,000 |
Debt - Commercial Paper and Cre
Debt - Commercial Paper and Credit Agreement (Details) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Commercial Paper | |
Debt Instrument [Line Items] | |
Amount outstanding | $ 0 |
Commercial Paper | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Borrowing capacity reserved, commercial paper | $ 1,500,000,000 |
Commercial Paper | Maximum | |
Debt Instrument [Line Items] | |
Debt term | 397 days |
Unsecured Debt | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Commercial paper program | $ 1,500,000,000 |
Amount outstanding | 0 |
Maximum borrowing capacity | 2,000,000,000 |
Remaining borrowing capacity | $ 500,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Billions | Sep. 30, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Pooling arrangement withdrawals | $ 1.3 |
Pooling arrangement deposits | $ 1.3 |
Stockholders_ Equity - Addition
Stockholders’ Equity - Additional Information (Details) - shares shares in Billions | Jul. 21, 2017 | Jul. 31, 2016 |
Stock Repurchase Program July 2016 | ||
Equity, Class of Treasury Stock [Line Items] | ||
Number of shares authorized | 3 | 2.5 |
Stockholders_ Equity - Summary
Stockholders’ Equity - Summary of Stock Repurchase Activity (Details) $ / shares in Units, $ in Millions | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Equity [Abstract] | |
Shares Repurchased | shares | 50,000,000 |
Average Price per Share (in usd per share) | $ / shares | $ 34.93 |
Value of Shares Repurchased | $ 1,764 |
Shares Repurchased, Remaining Amount Authorized | |
Beginning balance | 1,336 |
Authorization of additional plan in July 2017 | 3,000 |
Repurchase of shares of common stock | (1,764) |
Ending balance | $ 2,572 |
Treasury shares retired | shares | 0 |
Employee Benefit Plans - Restri
Employee Benefit Plans - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) shares in Millions | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Units | |
Outstanding, beginning of period | 44 |
Awarded and assumed | 21 |
Vested | (14) |
Forfeited | (6) |
Outstanding, end of period | 45 |
Weighted average grant date fair value | $ / shares | $ 33.76 |
Employee Benefit Plans - Stock-
Employee Benefit Plans - Stock-Based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 118 | $ 105 | $ 356 | $ 306 |
Cost of net revenues | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 14 | 9 | 40 | 26 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 19 | 24 | 68 | 71 |
Product development | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 45 | 40 | 131 | 115 |
Capitalized in product development | 4 | 3 | 10 | 9 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 40 | $ 32 | $ 117 | $ 94 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||||
Tax benefit due to step-up in tax basis of foreign assets | $ 695 | $ 4,600 | ||||
Income tax charge related to foreign currency remeasurement of deferred tax asset | $ 376 | |||||
Effective income tax rate | 25.00% | 22.00% | 8.00% | 19.00% |
Accumulated Other Comprehensi58
Accumulated Other Comprehensive Income - Changes in Accumulated Balances of Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss), Tax | ||||
Accumulated other comprehensive income (loss), estimated tax (expense) benefit, beginning balance | $ 33 | $ (411) | $ 1 | $ (310) |
Other comprehensive income (loss) before reclassifications, tax | 3 | (128) | 35 | (229) |
Less: Amount of gain (loss) reclassified from accumulated other comprehensive income, tax | 0 | 0 | 0 | 0 |
Net current period other comprehensive income, tax | 3 | (128) | 35 | (229) |
Accumulated other comprehensive income (loss), estimated tax (expense) benefit, ending balance | 36 | (539) | 36 | (539) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | 10,539 | |||
Less: Amount of gain (loss) reclassified from accumulated other comprehensive income | (11) | 24 | 41 | 27 |
Other comprehensive income, net of tax | 101 | 375 | 662 | 678 |
Ending balance | 11,283 | 11,283 | ||
Unrealized Gains (Losses) on Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss), Before Tax | ||||
Accumulated other comprehensive income (loss), before tax, beginning balance | (44) | 69 | 54 | 36 |
Other comprehensive income (loss), before reclassifications, before tax | (31) | 27 | (94) | 96 |
Less: Amount of gain (loss) reclassified from accumulated other comprehensive income, before tax | (7) | 27 | 28 | 63 |
Net current period other comprehensive income, before tax | (24) | 0 | (122) | 33 |
Accumulated other comprehensive income (loss), before tax, ending balance | (68) | 69 | (68) | 69 |
Unrealized Gains on Investments | ||||
Accumulated Other Comprehensive Income (Loss), Before Tax | ||||
Accumulated other comprehensive income (loss), before tax, beginning balance | 2 | 1,149 | 51 | 845 |
Other comprehensive income (loss), before reclassifications, before tax | 3 | 350 | (29) | 621 |
Less: Amount of gain (loss) reclassified from accumulated other comprehensive income, before tax | (4) | (3) | 13 | (36) |
Net current period other comprehensive income, before tax | 7 | 353 | (42) | 657 |
Accumulated other comprehensive income (loss), before tax, ending balance | 9 | 1,502 | 9 | 1,502 |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income (Loss), Before Tax | ||||
Accumulated other comprehensive income (loss), before tax, beginning balance | 446 | 22 | (230) | (45) |
Other comprehensive income (loss), before reclassifications, before tax | 115 | 150 | 791 | 217 |
Less: Amount of gain (loss) reclassified from accumulated other comprehensive income, before tax | 0 | 0 | 0 | 0 |
Net current period other comprehensive income, before tax | 115 | 150 | 791 | 217 |
Accumulated other comprehensive income (loss), before tax, ending balance | 561 | 172 | 561 | 172 |
Total | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | 437 | 829 | (124) | 526 |
Other comprehensive income (loss) before reclassifications | 90 | 399 | 703 | 705 |
Less: Amount of gain (loss) reclassified from accumulated other comprehensive income | (11) | 24 | 41 | 27 |
Other comprehensive income, net of tax | 101 | 375 | 662 | 678 |
Ending balance | $ 538 | $ 1,204 | $ 538 | $ 1,204 |
Accumulated Other Comprehensi59
Accumulated Other Comprehensive Income - Reclassifications out of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of net revenues | $ 556 | $ 498 | $ 1,632 | $ 1,468 |
Sales and marketing | 627 | 600 | 1,826 | 1,760 |
Product development | 316 | 288 | 907 | 822 |
General and administrative | 254 | 224 | 766 | 651 |
Interest and other, net | 119 | (9) | 113 | (40) |
Income before income taxes | 697 | 533 | 1,715 | 1,647 |
Provision for income taxes | (174) | (115) | (130) | (310) |
Total reclassifications for the period | (11) | 24 | 41 | 27 |
Reclassification out of Accumulated Other Comprehensive Income | Gains (losses) on cash flow hedges - foreign exchange contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net Revenues | (7) | 0 | (7) | 0 |
Reclassification out of Accumulated Other Comprehensive Income | Gains (losses) on cash flow hedges - foreign exchange contracts | Foreign Exchange Contract | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of net revenues | 0 | 0 | 3 | 1 |
Sales and marketing | 0 | 0 | 1 | 0 |
Product development | 0 | 1 | 5 | 3 |
General and administrative | 0 | 1 | 2 | 1 |
Interest and other, net | 0 | 25 | 24 | 58 |
Income before income taxes | (7) | 27 | 28 | 63 |
Provision for income taxes | 0 | 0 | 0 | 0 |
Total reclassifications for the period | (7) | 27 | 28 | 63 |
Reclassification out of Accumulated Other Comprehensive Income | Unrealized gains (losses) on investments | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest and other, net | (4) | (3) | 13 | (36) |
Income before income taxes | (4) | (3) | 13 | (36) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Total reclassifications for the period | $ (4) | $ (3) | $ 13 | $ (36) |