Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 14, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | EXPE | |
Entity Registrant Name | EXPEDIA, INC. | |
Entity Central Index Key | 1,324,424 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 138,145,680 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 12,799,999 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Income Statement [Abstract] | |||
Revenue | $ 2,188,736 | $ 1,903,961 | |
Costs and expenses: | |||
Cost of revenue | [1] | 421,687 | 402,570 |
Selling and marketing | [1] | 1,270,060 | 1,039,348 |
Technology and content | [1] | 322,040 | 291,554 |
General and administrative | [1] | 158,153 | 146,011 |
Amortization of intangible assets | 66,676 | 89,999 | |
Legal reserves, occupancy tax and other | 21,054 | 1,974 | |
Restructuring and related reorganization charges | [1] | 1,899 | 29,803 |
Operating loss | (72,833) | (97,298) | |
Other income (expense): | |||
Interest income | 6,259 | 3,567 | |
Interest expense | (42,977) | (43,960) | |
Other, net | (21,704) | (28,195) | |
Total other expense, net | (58,422) | (68,588) | |
Loss before income taxes | (131,255) | (165,886) | |
Provision for income taxes | 46,716 | 57,354 | |
Net loss | (84,539) | (108,532) | |
Net income attributable to non-controlling interests | (1,583) | (57) | |
Net loss attributable to Expedia, Inc. | $ (86,122) | $ (108,589) | |
Loss per share attributable to Expedia, Inc. available to common stockholders: | |||
Basic (in dollars per share) | $ (0.57) | $ (0.72) | |
Diluted (in dollars per share) | $ (0.57) | $ (0.72) | |
Shares used in computing loss per share: | |||
Basic (in shares) | 150,531 | 151,052 | |
Diluted (in shares) | 150,531 | 151,052 | |
Dividends declared per common share (in dollars per share) | $ 0.28 | $ 0.24 | |
[1] | Includes stock-based compensation as follows: Cost of revenue $2,839 thousand and $2,408 thousand; Selling and marketing $10,731 thousand and $7,042 thousand; Technology and content $13,038 thousand and $10,621 thousand; General and administrative $20,603 thousand and $17,664 thousand; Restructuring and related reorganization charges $0 thousand and $11,173 thousand. |
CONSOLIDATED STATEMENTS OF OPE3
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Stock-based compensation | $ 47,211 | $ 48,908 |
Cost of revenue | ||
Stock-based compensation | 2,839 | 2,408 |
Selling and marketing | ||
Stock-based compensation | 10,731 | 7,042 |
Technology and content | ||
Stock-based compensation | 13,038 | 10,621 |
General and administrative | ||
Stock-based compensation | 20,603 | 17,664 |
Restructuring and related reorganization charges | ||
Stock-based compensation | $ 0 | $ 11,173 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (84,539) | $ (108,532) | |
Other comprehensive income, net of tax | |||
Currency translation adjustments, net of tax | [1] | 34,676 | 6,654 |
Unrealized gains (losses) on available for sale securities, net of tax | [2] | 4 | 474 |
Other comprehensive income, net of tax | 34,680 | 7,128 | |
Comprehensive loss | (49,859) | (101,404) | |
Less: Comprehensive income attributable to non-controlling interests | 7,277 | 9,658 | |
Comprehensive loss attributable to Expedia, Inc. | $ (57,136) | $ (111,062) | |
[1] | Currency translation adjustments include a tax benefit of $4 million and $11 million associated with net investment hedges for the three months ended March 31, 2017 and 2016. | ||
[2] | Net gains (losses) recognized and reclassified during the three months ended March 31, 2017 and 2016 were immaterial. |
CONSOLIDATED STATEMENTS OF COM5
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Currency translation adjustments, tax expense (benefit) | $ (4) | $ (11) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 2,503,230 | $ 1,796,811 |
Restricted cash and cash equivalents | 34,452 | 18,733 |
Short-term investments | 851,415 | 72,313 |
Accounts receivable, net of allowance of $27,677 and $25,278 | 1,579,657 | 1,343,247 |
Income taxes receivable | 127,704 | 19,402 |
Prepaid expenses and other current assets | 231,955 | 199,745 |
Total current assets | 5,328,413 | 3,450,251 |
Property and equipment, net | 1,421,962 | 1,394,904 |
Long-term investments and other assets | 528,237 | 520,058 |
Deferred income taxes | 23,908 | 23,658 |
Intangible assets, net | 2,386,504 | 2,446,652 |
Goodwill | 7,979,882 | 7,942,023 |
TOTAL ASSETS | 17,668,906 | 15,777,546 |
Current liabilities: | ||
Accounts payable, merchant | 1,423,701 | 1,509,313 |
Accounts payable, other | 686,559 | 577,012 |
Deferred merchant bookings | 4,425,388 | 2,617,791 |
Deferred revenue | 369,722 | 282,517 |
Income taxes payable | 78,930 | 49,739 |
Accrued expenses and other current liabilities | 1,035,271 | 1,090,826 |
Total current liabilities | 8,019,571 | 6,127,198 |
Long-term debt | 3,170,933 | 3,159,336 |
Deferred income taxes | 496,202 | 484,970 |
Other long-term liabilities | 323,142 | 312,939 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Additional paid-in capital | 8,895,825 | 8,794,298 |
Treasury stock - Common stock, at cost; Shares: 87,464 and 87,077 | (4,555,830) | (4,510,655) |
Retained earnings | 666 | 129,034 |
Accumulated other comprehensive income (loss) | (251,413) | (280,399) |
Total Expedia, Inc. stockholders’ equity | 4,089,272 | 4,132,301 |
Non-redeemable noncontrolling interests | 1,569,786 | 1,560,802 |
Total stockholders’ equity | 5,659,058 | 5,693,103 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 17,668,906 | 15,777,546 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock | 1 | 1 |
Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 23 | $ 22 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance | $ 27,677 | $ 25,278 |
Treasury stock - Common stock, Shares | 87,464,000 | 87,077,000 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, Authorized shares | 400,000,000 | 400,000,000 |
Common stock, Shares issued | 12,800,000 | 12,800,000 |
Common stock, Shares outstanding | 12,800,000 | 12,800,000 |
Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, Authorized shares | 1,600,000,000 | 1,600,000,000 |
Common stock, Shares issued | 225,629,000 | 224,310,000 |
Common stock, Shares outstanding | 138,165,000 | 137,232,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating activities: | ||
Net loss | $ (84,539) | $ (108,532) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation of property and equipment, including internal-use software and website development | 141,548 | 105,255 |
Amortization of stock-based compensation | 47,211 | 48,908 |
Amortization of intangible assets | 66,676 | 89,999 |
Deferred income taxes | 13,680 | 21,886 |
Foreign exchange (gain) loss on cash, cash equivalents and short-term investments, net | (10,295) | (33,707) |
Realized (gain) loss on foreign currency forwards | 7,167 | 2,102 |
Other | (8,446) | (3,613) |
Changes in operating assets and liabilities, net of effects from acquisitions and disposals: | ||
Accounts receivable | (232,475) | (267,867) |
Prepaid expenses and other assets | (51,746) | (37,399) |
Accounts payable, merchant | (86,890) | 42,422 |
Accounts payable, other, accrued expenses and other current liabilities | 65,032 | 55,446 |
Tax payable/receivable, net | (86,139) | (118,990) |
Deferred merchant bookings | 1,806,798 | 1,256,439 |
Deferred revenue | 85,861 | 55,974 |
Net cash provided by operating activities | 1,673,443 | 1,108,323 |
Investing activities: | ||
Capital expenditures, including internal-use software and website development | (166,869) | (167,578) |
Purchases of investments | (780,363) | 0 |
Sales and maturities of investments | 6,815 | 8,215 |
Net settlement of foreign currency forwards | (7,167) | (2,102) |
Other, net | (2,000) | 2,230 |
Net cash used in investing activities | (949,584) | (159,235) |
Financing activities: | ||
Payment of HomeAway Convertible Notes | 0 | (400,443) |
Purchases of treasury stock | (45,176) | (187,022) |
Payment of dividends to stockholders | (42,247) | (36,174) |
Proceeds from exercise of equity awards and employee stock purchase plan | 57,778 | 25,680 |
Other, net | (18,475) | (14,992) |
Net cash used in financing activities | (48,120) | (612,951) |
Effect of exchange rate changes on cash and cash equivalents | 30,680 | 50,893 |
Net increase in cash and cash equivalents | 706,419 | 387,030 |
Cash and cash equivalents at beginning of period | 1,796,811 | 1,676,299 |
Cash and cash equivalents at end of period | 2,503,230 | 2,063,329 |
Supplemental cash flow information | ||
Cash paid for interest | 72,029 | 52,982 |
Income tax payments, net | $ 25,128 | $ 39,202 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Note 1 – Basis of Presentation Description of Business Expedia, Inc. and its subsidiaries provide travel products and services to leisure and corporate travelers in the United States and abroad as well as various media and advertising offerings to travel and non-travel advertisers. These travel products and services are offered through a diversified portfolio of brands including: Expedia.com ® , Hotels.com ® , Hotwire.com TM , Travelocity ® , Expedia ® Affiliate Network, Classic Vacations ® , Expedia Local Expert ® , Egencia ® , Expedia ® CruiseShipCenters ® , trivago ® , CarRentals.com TM , Wotif Group, Orbitz Worldwide (“Orbitz”), and HomeAway ® . In addition, many of these brands have related international points of sale, including those as part of AirAsia-Expedia. We refer to Expedia, Inc. and its subsidiaries collectively as “Expedia,” the “Company,” “us,” “we” and “our” in these consolidated financial statements. Basis of Presentation These accompanying financial statements present our results of operations, financial position and cash flows on a consolidated basis. The unaudited consolidated financial statements include Expedia, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We have eliminated significant intercompany transactions and accounts. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2016 , previously filed with the Securities and Exchange Commission. Accounting Estimates We use estimates and assumptions in the preparation of our interim unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our interim unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our interim unaudited consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; loyalty program liabilities; acquisition purchase price allocations; stock-based compensation and accounting for derivative instruments. Reclassifications We have reclassified certain amounts related to our prior period results to conform to our current period presentation. In March 2016, the Financial Accounting Standards Board ("FASB") issued new guidance related to accounting for share-based payments. We elected to early adopt the guidance in the second quarter of 2016, which required us to reflect adjustments as of January 1, 2016. As such, the prior year amounts reported herein reflect the adoption of the new guidance with a reduction of stock-based compensation expense of approximately $5 million and an increase in the tax benefit of approximately $8 million for the three months ended March 31, 2016. Seasonality We generally experience seasonal fluctuations in the demand for our travel products and services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of our travel products, including merchant and agency hotel, is recognized when the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks or longer. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. Furthermore, operating profits for our primary advertising business, trivago, are experienced in the second half of the year as selling and marketing costs offset revenue in the first half of the year as we aggressively market during the busy booking period for spring, summer and winter holiday travel. Additionally, trivago has historically earned a substantial portion of its operating profits in the fourth quarter. As a result on a consolidated basis, revenue and income are typically the lowest in the first quarter and highest in the third quarter. The continued growth of our international operations, advertising business or a change in our product mix, including the assimilation and growth of HomeAway, may influence the typical trend of the seasonality in the future. We expect that as HomeAway continues its shift to more of a transaction-based business model for vacation rental listings its seasonal trends will generally trend similar to our other traditional leisure businesses over time. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Recent Accounting Policies Not Yet Adopted In May 2014, the FASB issued an Accounting Standards Update ("ASU") amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB issued an ASU deferring the effective date of the revenue standard so it would be effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption prohibited before December 15, 2016. In addition, the FASB has also issued several amendments to the standard which clarify certain aspects of the guidance, including principal versus agent considerations and identifying performance obligations. We have made significant progress toward completing our evaluation of potential changes from adopting the new standard on our core revenues and continue to evaluate the impact of the adoption of this new guidance on our consolidated financial statements. We expect to have our preliminary evaluation, including the selection of an adoption method, completed by the end of the first half of 2017. We are not planning on early adopting and currently expect to adopt the new revenue recognition guidance in the first quarter of 2018. In January 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 annual periods, and interim periods within those annual periods, beginning after December 15, 2017. We do not expect the adoption of this new guidance to have a material impact on our consolidated financial statements. In February 2016, the FASB issued new guidance related to accounting and reporting guidelines for leasing arrangements. The new guidance requires entities that lease assets to recognize assets and liabilities on the balance sheet related to the rights and obligations created by those leases regardless of whether they are classified as finance or operating leases. Consistent with current guidance, the recognition, measurement, and presentation of expenses and cash flows arising from a lease primarily will depend on its classification as a finance or operating lease. The guidance also requires new disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for annual and interim reporting periods beginning after December 15, 2018. Early adoption is permitted and should be applied using a modified retrospective approach. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In June 2016, the FASB issued new guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities. The new guidance replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. This update is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods. Early adoption is permitted for annual periods beginning after December 15, 2018, including interim periods within those annual periods. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In August and November 2016, the FASB issued new guidance related to the statement of cash flows which clarifies how companies present and classify certain cash receipts and cash payments as well as amends current guidance to address the classification and presentation of changes in restricted cash in the statement of cash flows. The new guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017 with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In October 2016, the FASB issued new guidance amending the accounting for income taxes associated with intra-entity transfers of assets other than inventory. This accounting update, which is part of the FASB's simplification initiative, is intended to reduce diversity in practice and the complexity of tax accounting, particularly for those transfers involving intellectual property. This new guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017 with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In January 2017, the FASB issued new guidance clarifying the definition of a business for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017 with early adoption permitted for transactions that occurred before the issuance date or effective date of the standard if the transactions were not reported in financial statements that have been issued or made available for issuance. The standard must be applied prospectively. Upon adoption, the standard will impact how we assess acquisitions (or disposals) of assets or businesses. In January 2017, the FASB issued new guidance simplifying subsequent goodwill measurement by eliminating Step 2 from the goodwill impairment test. Under this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2019 with early adoption permitted for annual goodwill impairment tests performed after January 1, 2017. The standard must be applied prospectively. Upon adoption, the standard will impact how we assess goodwill for impairment. We are currently considering our timing of adoption. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 3 – Fair Value Measurements Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2017 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In thousands) Assets Cash equivalents: Money market funds $ 145,262 $ 145,262 $ — Time deposits 318,505 — 318,505 Restricted cash: Time deposits 6,378 — 6,378 Investments: Time deposits 805,765 — 805,765 Corporate debt securities 57,338 — 57,338 Total assets $ 1,333,248 $ 145,262 $ 1,187,986 Liabilities Derivatives: Foreign currency forward contracts $ 1,671 $ — $ 1,671 Financial assets measured at fair value on a recurring basis as of December 31, 2016 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In thousands) Assets Cash equivalents: Money market funds $ 113,955 $ 113,955 $ — Time deposits 299,585 — 299,585 Investments: Time deposits 24,576 — 24,576 Corporate debt securities 64,227 — 64,227 Total assets $ 502,343 $ 113,955 $ 388,388 Liabilities Derivatives: Foreign currency forward contracts $ 4,402 $ — $ 4,402 We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input. As of March 31, 2017 and December 31, 2016 , our cash and cash equivalents consisted primarily of prime institutional money market funds with maturities of three months or less, time deposits as well as bank account balances. We invest in investment grade corporate debt securities, all of which are classified as available for sale. As of March 31, 2017 , we had $46 million of short-term and $12 million of long-term available for sale investments and the amortized cost basis of the investments approximated their fair value with gross unrealized gains and gross unrealized losses both of less than $1 million . As of December 31, 2016 , we had $48 million of short-term and $16 million of long-term available for sale investments and the amortized cost basis of the investments approximated their fair value with both gross unrealized gains and gross unrealized losses of less than $1 million . We also hold time deposit investments with financial institutions. Time deposits with original maturities of less than three months are classified as cash equivalents and those with remaining maturities of less than one year are classified within short-term investments. Additionally, we have time deposits classified as restricted cash for certain traveler deposits. Derivative instruments are carried at fair value on our consolidated balance sheets. We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. Our goal in managing our foreign exchange risk is to reduce, to the extent practicable, our potential exposure to the changes that exchange rates might have on our earnings, cash flows and financial position. Our foreign currency forward contracts are typically short-term and, as they do not qualify for hedge accounting treatment, we classify the changes in their fair value in other, net. As of March 31, 2017 , we were party to outstanding forward contracts hedging our liability and revenue exposures with a total net notional value of $1.9 billion . We had a net forward liability of $2 million and $4 million recorded in accrued expenses and other current liabilities as of March 31, 2017 and December 31, 2016 . We recorded $4 million and $26 million in net losses from foreign currency forward contracts during the three months ended March 31, 2017 and 2016 . |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Note 4 – Debt The following table sets forth our outstanding debt: March 31, December 31, (In thousands) 7.456% senior notes due 2018 $ 500,000 $ 500,000 5.95% senior notes due 2020 747,222 747,020 2.5% (€650 million) senior notes due 2022 688,484 677,503 4.5% senior notes due 2024 494,643 494,472 5.0% senior notes due 2026 740,584 740,341 Long-term debt (1) $ 3,170,933 $ 3,159,336 (1) Net of applicable discounts and debt issuance costs. Long-term Debt Our $500 million in registered senior unsecured notes outstanding at March 31, 2017 are due in August 2018 and bear interest at 7.456% (the “ 7.456% Notes”). Interest is payable semi-annually in February and August of each year. At any time Expedia may redeem the 7.456% Notes at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium, in whole or in part. Our $750 million in registered senior unsecured notes outstanding at March 31, 2017 are due in August 2020 and bear interest at 5.95% (the “ 5.95% Notes”). The 5.95% Notes were issued at 99.893% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in February and August of each year. We may redeem the 5.95% Notes at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium, in whole or in part. Our Euro 650 million in registered senior unsecured notes outstanding at March 31, 2017 are due in June 2022 and bear interest at 2.5% (the “ 2.5% Notes”). The 2.5% Notes were issued at 99.525% of par resulting in a discount, which is being amortized over their life. Interest is payable annually in arrears in June of each year. We may redeem the 2.5% Notes at our option, at whole or in part, at any time or from time to time. If we elect to redeem the 2.5% Notes prior to March 3, 2022, we may redeem them at a specified “make-whole” premium. If we elect to redeem the 2.5% Notes on or after March 3, 2022, we may redeem them at a redemption price of 100% of the principal plus accrued and unpaid interest. Subject to certain limited exceptions, all payments of interest and principal for the 2.5% Notes will be made in Euros. The aggregate principal value of the 2.5% Notes is designated as a hedge of our net investment in certain Euro functional currency subsidiaries. The notes are measured at Euro to U.S. Dollar exchange rates at each balance sheet date and transaction gains or losses due to changes in rates are recorded in accumulated other comprehensive income (loss) (“OCI”). The Euro-denominated net assets of these subsidiaries are translated into U.S. Dollars at each balance sheet date, with effects of foreign currency changes also reported in accumulated OCI. Since the notional amount of the recorded Euro-denominated debt is less than the notional amount of our net investment, we do not expect to incur any ineffectiveness on this hedge. Our $500 million in registered senior unsecured notes outstanding at March 31, 2017 are due in August 2024 and bear interest at 4.5% (the “ 4.5% Notes”). The 4.5% Notes were issued at 99.444% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in February and August of each year. We may redeem the 4.5% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 4.5% Notes prior to May 15, 2024, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 4.5% Notes on or after May 15, 2024, we may redeem them at a redemption price of 100% of the principal plus accrued interest. Our $750 million in registered senior unsecured notes outstanding at March 31, 2017 are due in February 2026 and bear interest at 5.0% (the “ 5.0% Notes”). The 5.0% Notes were issued at 99.535% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 5.0% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 5.0% Notes prior to November 12, 2025, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 5.0% Notes on or after November 12, 2025, we may redeem them at a redemption price of 100% of the principal plus accrued interest. The 7.456% , 5.95% , 4.5% , 2.5% and 5.0% Notes (collectively the “Notes”) are senior unsecured obligations issued by Expedia and guaranteed by certain domestic Expedia subsidiaries. The Notes rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations of Expedia and the guarantor subsidiaries. For further information, see Note 11 – Guarantor and Non-Guarantor Supplemental Financial Information . In addition, the Notes include covenants that limit our ability to (i) create certain liens, (ii) enter into sale/leaseback transactions and (iii) merge or consolidate with or into another entity or transfer substantially all of our assets. Accrued interest related to the Notes was $32 million and $63 million as of March 31, 2017 and December 31, 2016 . The 5.95% , 4.5% , 2.5% and 5.0% Notes are redeemable in whole or in part, at the option of the holders thereof, upon the occurrence of certain change of control triggering events at a purchase price in cash equal to 101% of the principal plus accrued and unpaid interest. The following table sets forth the approximate fair value of our outstanding debt, which is based on quoted market prices in less active markets (Level 2 inputs): March 31, December 31, (In thousands) 7.456% senior notes due 2018 $ 536,000 $ 541,000 5.95% senior notes due 2020 825,000 823,000 2.5% (€650 million) senior notes due 2022 (1) 736,000 718,000 4.5% senior notes due 2024 526,000 511,000 5.0% senior notes due 2026 804,000 782,000 (1) Approximately 689 million Euro as of March 31, 2017 and 682 million Euro as of December 31, 2016 . Credit Facility Expedia, Inc. maintains a $1.5 billion unsecured revolving credit facility with a group of lenders, which is unconditionally guaranteed by certain domestic Expedia subsidiaries that are the same as under the Notes and expires in February 2021. As of March 31, 2017 and December 31, 2016 , we had no revolving credit facility borrowings outstanding. The facility bears interest based on the Company’s credit ratings, with drawn amounts bearing interest at LIBOR plus 137.5 basis points and the commitment fee on undrawn amounts at 17.5 basis points as of March 31, 2017 . The facility contains covenants including maximum leverage and minimum interest coverage ratios. The amount of stand-by letters of credit (“LOC”) issued under the facility reduces the credit amount available. As of both March 31, 2017 and December 31, 2016 , there was $19 million of outstanding stand-by LOCs issued under the facility. In addition, one of our international subsidiaries maintains a Euro 50 million uncommitted credit facility, which is guaranteed by Expedia, Inc., that may be terminated at any time by the lender. As of March 31, 2017 and December 31, 2016 , there were no borrowings outstanding. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Note 5 – Stockholders’ Equity Dividends on our Common Stock The Executive Committee, acting on behalf of the Board of Directors, declared the following dividends during the periods presented: Declaration Date Dividend Per Share Record Date Total Amount (in thousands) Payment Date February 7, 2017 $ 0.28 March 9, 2017 $ 42,247 March 30, 2017 February 8, 2016 0.24 March 10, 2016 36,174 March 30, 2016 In addition, in April 2017, the Executive Committee, acting on behalf of the Board of Directors, declared a quarterly cash dividend of $0.28 per share of outstanding common stock payable on June 15, 2017 to stockholders of record as of the close of business on May 25, 2017 . Future declarations of dividends are subject to final determination by our Board of Directors. Share Repurchases In February 2015, the Executive Committee, acting on behalf of the Board of Directors, authorized a repurchase of up to 10 million shares of our common stock. There is no fixed termination date for the repurchases. During the three months ended March 31, 2017 , we repurchased, through open market transactions, 0.3 million shares under this authorization for the total cost of $39 million , excluding transaction costs, representing an average repurchase price of $116.51 per share. As of March 31, 2017 , 6.9 million shares remain authorized for repurchase under the 2015 authorization. Subsequent to March 31, 2017 , we repurchased an additional 0.1 million shares for a total cost of $14 million , excluding transaction costs, representing an average price of $127.90 per share. Stock-based Awards Stock-based compensation expense relates primarily to expense for stock options and restricted stock units (“RSUs”). As of March 31, 2017 , we had stock-based awards outstanding representing approximately 23 million shares of our common stock, consisting of options to purchase approximately 20 million shares of our common stock with a weighted average exercise price of $90.01 and weighted average remaining life of 4.9 years and approximately 2 million RSUs. Annual employee stock-based award grants typically occur during the first quarter of each year and generally vest over four years . In 2017, we introduced an equity choice program for annual awards that allows for the choice of stock options or RSUs with certain limitations. During the three months ended March 31, 2017 , we granted approximately 3 million stock options and 1 million RSUs. The fair value of the stock options granted during the three months ended March 31, 2017 was estimated at the date of grant using appropriate valuation techniques, including the Black-Scholes and Monte Carlo option-pricing models. Accumulated Other Comprehensive Income (Loss) The balance for each class of accumulated other comprehensive loss as of March 31, 2017 and December 31, 2016 is as follows: March 31, December 31, (In thousands) Foreign currency translation adjustments, net of tax (1) $ (251,444 ) $ (280,426 ) Net unrealized gain (loss) on available for sale securities, net of tax 31 27 Accumulated other comprehensive loss $ (251,413 ) $ (280,399 ) (1) Foreign currency translation adjustments, net of tax, include foreign currency transaction gains at March 31, 2017 of $9 million ( $14 million before tax) and at December 31, 2016 of $16 million ( $25 million before tax) associated with our 2.5% Notes. The 2.5% Notes are Euro-denominated debt designated as hedges of certain of our Euro-denominated net assets. See Note 4 – Debt for more information. The remaining balance in currency translation adjustments excludes income taxes as a result of our current intention to indefinitely reinvest the earnings of our international subsidiaries outside of the United States. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 6 – Earnings Per Share Basic earnings per share is calculated using our weighted-average outstanding common shares. The earnings per share amounts are the same for common stock and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. Diluted earnings per share is calculated using our weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method. In periods when we recognize a net loss, we exclude the impact of outstanding stock awards from the diluted loss per share calculation as their inclusion would have an antidilutive effect. For the three months ended March 31, 2017 and 2016 , approximately 23 million of outstanding stock awards were excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive. |
Restructuring and Related Reorg
Restructuring and Related Reorganization Charges | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Reorganization Charges | Note 7 – Restructuring and Related Reorganization Charges In connection with the migration of technology platforms and centralization of technology, supply and other operations, primarily related to previously disclosed acquisitions, we recognized $2 million and $30 million in restructuring and related reorganization charges during the three months ended March 31, 2017 and 2016 . Based on current plans, which are subject to change, we expect to incur approximately $15 million to $20 million in 2017 related to these integrations and estimates do not include any possible future acquisition integrations. Accrued restructure liabilities were $12 million and $18 million as of March 31, 2017 and December 31, 2016 . |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8 – Income Taxes We are subject to taxation in the United States and various other state and foreign jurisdictions. We are under examination by the Internal Revenue Service ("IRS") for our 2009 through 2013 tax years. Our 2014 and subsequent years remain open to examination by the IRS. We do not anticipate a significant impact to our gross unrecognized tax benefits within the next 12 months related to these years. During first quarter of 2017, the IRS issued proposed adjustments relating to transfer pricing with our foreign subsidiaries for our 2009 to 2010 audit cycle. The proposed adjustments would increase our U.S. taxable income by $105 million , which would result in federal tax expense of approximately $37 million , subject to interest. We do not agree with the position of the IRS and will formally protest the IRS position. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9 – Commitments and Contingencies Legal Proceedings In the ordinary course of business, we are a party to various lawsuits. Management does not expect these lawsuits to have a material impact on the liquidity, results of operations, or financial condition of Expedia. We also evaluate other potential contingent matters, including value-added tax, excise tax, sales tax, transient occupancy or accommodation tax and similar matters. We do not believe that the aggregate amount of liability that could be reasonably possible with respect to these matters would have a material adverse effect on our financial results; however, litigation is inherently uncertain and the actual losses incurred in the event that our legal proceedings were to result in unfavorable outcomes could have a material adverse effect on our business and financial performance. Litigation Relating to Occupancy Taxes. Ninety-five lawsuits have been filed by or against cities, counties and states involving hotel occupancy and other taxes. Eighteen are currently active. These lawsuits are in various stages and we continue to defend against the claims made in them vigorously. With respect to the principal claims in these matters, we believe that the statutes or ordinances at issue do not apply to the services we provide and, therefore, that we do not owe the taxes that are claimed to be owed. We believe that the statutes or ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations. To date, forty-one of these lawsuits have been dismissed. Some of these dismissals have been without prejudice and, generally, allow the governmental entity or entities to seek administrative remedies prior to pursuing further litigation. Twenty-seven dismissals were based on a finding that we and the other defendants were not subject to the local hotel occupancy tax ordinance or that the local government lacked standing to pursue their claims. As a result of this litigation and other attempts by certain jurisdictions to levy such taxes, we have established a reserve for the potential settlement of issues related to hotel occupancy taxes, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $90 million and $71 million as of March 31, 2017 and December 31, 2016 . Our settlement reserve is based on our best estimate of probable losses and the ultimate resolution of these contingencies may be greater or less than the liabilities recorded. An estimate for a reasonably possible loss or range of loss in excess of the amount reserved cannot be made. Changes to the settlement reserve are included within legal reserves, occupancy tax and other in the consolidated statements of operations. In addition, we have been audited by the state of Colorado. The state has issued assessments for claimed tax, interest and penalty in the approximate amount of $23 million for the periods December 1, 1999 through December 31, 2005 and January 1, 2009 through December 31, 2011. We do not agree with these assessments and have filed protests. Pay-to-Play. Certain jurisdictions may assert that we are required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that we believe we are subject to such taxes and, even when such payments are made, we continue to defend our position vigorously. If we prevail in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest. Hawaii (General Excise Tax). During 2013, the Expedia companies were required to “pay-to-play” and paid a total of $171 million in advance of litigation relating to general excise taxes for merchant model hotel reservations in the State of Hawaii. In September 2015, following a ruling by the Hawaii Supreme Court, the State of Hawaii refunded the Expedia companies $132 million of the original “pay-to-play” amount. Orbitz also received a similar refund of $22 million from the State of Hawaii in September 2015. The amount paid, net of refunds, by the Expedia companies and Orbitz to the State of Hawaii in satisfaction of past general excise taxes on their services for merchant model hotel reservations was $44 million . The parties reached a settlement relating to Orbitz merchant model hotel tax liabilities, and on October 5, 2016, the Expedia companies paid the State of Hawaii for the tax years 2012 through 2015. The Expedia companies and Orbitz have now resolved all assessments by the State of Hawaii for merchant model hotel taxes through 2015. The Department of Taxation also issued final assessments for general excise taxes against the Expedia companies, including Orbitz, dated December 23, 2015 for the time period 2000 to 2014 for hotel and car rental revenue for “agency model” transactions. Those assessments are currently under review in the Hawaii tax courts. Final assessments by the Hawaii Department of Taxation for general exercise taxes against the Expedia companies, including Orbitz, relating to merchant car rental transactions during the years 2000 to 2014 are also under review in the Hawaii tax courts. With respect to merchant model car rental transactions at issue for the tax years 2000 through 2013, the Hawaii tax court held on August 5, 2016 that general excise tax is due on the online travel companies’ services to facilitate car rentals. The court further ruled that for merchant model car rentals in Hawaii, the online travel companies are required to pay general excise tax on the total amount paid by consumers, with no credit for tax amounts already remitted by car rental companies to the State of Hawaii for tax years 2000 through 2013, thus resulting in a double tax on the amount paid by consumers to car rental companies for the rental of the vehicle. The court, however, ruled that when car rentals are paid for as part of a vacation package, tax is only due once on the amount paid by consumers to the car rental company for the rental of the vehicle. In addition, the court ruled that the online travel companies are required to pay interest and certain penalties on the amounts due. On April 25, 2017, the court entered a final judgment. The Expedia companies intend to appeal, and will be expected to pay under protest the full amount claimed due, or approximately $16.7 million , as a condition of appeal. The Hawaii tax court’s decision did not resolve “merchant model” car rental transactions for the tax year 2014, which also remain under review. San Francisco (Occupancy Tax) . During 2009, Expedia companies were required to “pay-to-play” and paid $48 million in advance of litigation relating to occupancy tax proceedings with the city of San Francisco and, in May 2014, the Expedia companies paid an additional $25.5 million under protest in order to contest additional assessments for later time periods. In addition, Orbitz in total has paid $4.6 million to the city of San Francisco to contest similar assessments issued against it by the city. On August 6, 2014, the California Court of Appeals stayed this case pending review and decision by the California Supreme Court of the City of San Diego, California Litigation. The California Court of Appeals has lifted the stay for this case and the appeal will proceed in light of the California Supreme Court’s decision in the San Diego litigation. Other Jurisdictions. We are also in various stages of inquiry or audit with domestic and foreign tax authorities, some of which, including in the United Kingdom regarding the application of value added tax (“VAT”) to our European Union related transactions as discussed below, impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court. The ultimate resolution of these contingencies may be greater or less than the pay-to-play payments made and our estimates of additional assessments mentioned above. Matters Relating to International VAT . We are in various stages of inquiry or audit in multiple European Union jurisdictions, including in the United Kingdom, regarding the application of VAT to our European Union related transactions. While we believe we comply with applicable VAT laws, rules and regulations in the relevant jurisdictions, the tax authorities may determine that we owe additional taxes. In certain jurisdictions, including the United Kingdom, we may be required to “pay-to-play” any VAT assessment prior to contesting its validity. While we believe that we will be successful based on the merits of our positions with regard to the United Kingdom and other VAT audits in pay-to-play jurisdictions, it is nevertheless reasonably possible that we could be required to pay any assessed amounts in order to contest or litigate the applicability of any assessments and an estimate for a reasonably possible amount of any such payments cannot be made. Matters Relating to Competition Reviews and Legislation Relating to Parity Clauses. Over the last several years, the online travel industry has become the subject of investigations by various national competition authorities ("NCAs"), particularly in Europe. Expedia is or has been involved in investigations predominately related to whether certain parity clauses in contracts between Expedia entities and accommodation providers, sometimes also referred to as "most favored nation" or "MFN" provisions, are anti-competitive. In Europe, investigations or inquiries into contractual parity provisions between hotels and online travel companies, including Expedia, were initiated in 2012, 2013 and 2014 by NCAs in Austria, Belgium, Czech Republic, Denmark, France, Germany, Greece, Hungary, Ireland, Italy, Poland, Sweden and Switzerland. While the ultimate outcome of some of these investigations or inquiries remains uncertain, and Expedia’s circumstances are distinguishable from other online travel companies subject to similar investigations and inquiries, we note in this context that on April 21, 2015, the French, Italian and Swedish NCAs, working in close cooperation with the European Commission, announced that they had accepted formal commitments offered by Booking.com to resolve and close the investigations against Booking.com in France, Italy and Sweden by Booking.com removing and/or modifying certain rate, conditions and availability parity provisions in its contracts with accommodation providers in France, Italy and Sweden as of July 1, 2015, among other commitments. Booking.com voluntarily extended the geographic scope of these commitments to accommodation providers throughout Europe as of the same date. With effect from August 1, 2015, Expedia waived certain rate, conditions and availability parity clauses in its agreements with its European hotel partners for a period of five years. While Expedia maintains that its parity clauses have always been lawful and in compliance with competition law, these waivers were nevertheless implemented as a positive step towards facilitating the closure of the open investigations into such clauses on a harmonized pan-European basis. Following the implementation of Expedia's waivers, nearly all NCAs in Europe have announced either the closure of their investigation or inquiries involving Expedia or a decision not to open an investigation or inquiry involving Expedia. Below are descriptions of additional rate parity-related matters of note in Europe. The German Federal Cartel Office ("FCO") has required another online travel company, Hotel Reservation Service ("HRS"), to remove certain clauses from its contracts with hotels. HRS’ appeal of this decision was rejected by the Higher Regional Court Düsseldorf on January 9, 2015. On December 23, 2015, the FCO announced that it had also required Booking.com by way of an infringement decision to remove certain clauses from its contracts with German hotels. Booking.com has appealed the decision and the appeal was heard by the Higher Regional Court Düsseldorf on February 8, 2017. The Italian competition authority's case closure decision against Booking.com and Expedia has subsequently been appealed by two Italian hotel trade associations, i.e. Federalberghi and AICA. These appeals remain at an early stage and no hearing date has been fixed. On November 6, 2015, the Swiss competition authority announced that it had issued a final decision finding certain parity terms existing in previous versions of agreements between Swiss hotels and each of Expedia, Booking.com and HRS to be prohibited under Swiss law. The decision explicitly notes that Expedia's current contract terms with Swiss hotels are not subject to this prohibition. The Swiss competition authority imposed no fines or other sanctions against Expedia and did not find an abuse of a dominant market position by Expedia. The FCO’s case against Expedia’s contractual parity provisions with accommodation providers in Germany remains open but is still at a preliminary stage with no formal allegations of wrong-doing having been communicated to Expedia to date. The Directorate General for Competition, Consumer Affairs and Repression of Fraud (the “DGCCRF”), a directorate of the French Ministry of Economy and Finance with authority over unfair trading practices, brought a lawsuit in France against Expedia entities objecting to certain parity clauses in contracts between Expedia entities and French hotels. In May 2015, the French court ruled that certain of the parity provisions in certain contracts that were the subject of the lawsuit were not in compliance with French commercial law, but imposed no fine and no injunction. The DGCCRF has appealed the decision. Hotelverband Deutschland (“IHA”) e.V. (a German hotel association) brought proceedings before the Cologne regional court against Expedia, Inc., Expedia.com GmbH and Expedia Lodging Partner Services Sàrl. IHA applied for a ‘cease and desist’ order against these companies in relation to the enforcement of certain rate and availability parity clauses contained in contracts with hotels in Germany. On or around February 16, 2017, the court dismissed IHA’s action and declared the claimant liable for the Expedia defendants’ statutory costs. IHA has appealed the decision. A working group of 10 European NCAs (Belgium, Czech Republic, Denmark, France, Hungary, Ireland, Italy, Netherlands, Sweden and the United Kingdom) and the European Commission was established by the European Competition Network (“ECN”) at the end of 2015 to monitor the functioning of the online hotel booking sector, following amendments made by a number of online travel companies (including Booking.com and Expedia) in relation to certain parity provisions in their contracts with hotels. The working group issued questionnaires to online travel agencies including Expedia, metasearch sites and hotels in 2016. On February 17, 2017, the heads of the EU competition authorities and the European Commission announced that in light of the results of the monitoring exercise, the sector should be allowed more time to make full use of the measures that have already been taken by certain market participants, including Expedia. The underlying results of the ECN monitoring exercise were published on April 6, 2017. Legislative bodies in certain countries have also adopted, or are proposing to adopt, new domestic anti-parity clause legislation. On July 9, 2015, the French National Assembly adopted Article 133 of the Loi Macron ("Article 133") that seeks to define the nature of the relationship between online reservation platforms and French hotels. Article 133 became effective on August 8, 2015. Expedia considers that Article 133 was drafted ambiguously and can be interpreted in a way that violates both EU and French legal principles. Therefore Expedia has submitted a complaint to the European Commission relating to Article 133. However, following the effective date, Expedia has been in contact with its hotel partners in France regarding the impact of Article 133. Legislation banning certain parity provisions in contracts between online travel companies and Austrian accommodation providers became effective on December 31, 2016. Expedia believes this legislation violates both EU and Austrian legal principles and therefore, Expedia has submitted a complaint to the European Commission relating to this legislation. A legislative proposal to prohibit narrow price parity clauses in hotel-OTA agreements in Italy is still pending in the Italian Senate and a motion requesting the Swiss government to take action on narrow price parity is currently under discussion in the Swiss parliament. The Company is unable to predict whether these proposals in their current form or in another form will ultimately be adopted and, if so, when this might be the case. It is not yet clear how any adopted domestic anti-parity clause legislations and/or any possible future legislation in this area may affect Expedia’s business. Outside of Europe, a number of NCAs have also opened investigations or inquired about contractual parity provisions in contracts between hotels and online travel companies in their respective territories, including Expedia. A Brazilian hotel sector association -- Forum de Operadores Hoteleiros do Brasil -- filed a complaint with the Brazilian Administrative Council for Economic Defence (“CADE”) against a number of online travel companies, including Booking.com, Decolar.com and Expedia, on July 27, 2016 with respect to parity provisions in contracts between hotels and online travel companies. On September 13, 2016, Expedia submitted its response to the complaint to CADE. Expedia recently addressed the concerns of the Australia and New Zealand NCAs based on implementation of the waivers substantially similar to those provided to accommodation providers in Europe on September 1, 2016 in Australia and on October 28, 2016 in New Zealand. The Australian NCA, however, recently indicated that it is reopening its investigation. Expedia is in ongoing discussions with a limited number of NCAs in other countries in relation to its contracts with hotels. Expedia is currently unable to predict the impact the implementation of the waivers both in Europe and elsewhere will have on Expedia's business, on investigations or inquiries by NCAs in other countries, or on industry practice more generally. The Company is unable to predict how any pending appeals of administrative decisions and the remaining open investigations and inquiries by NCAs will ultimately be resolved, or whether further action in Europe will be taken as a result of the ECN’s working group's assessment and findings (once published). Possible outcomes include requiring Expedia to amend or remove certain parity clauses from its contracts with accommodation providers in those jurisdictions and/or the imposition of fines. It is not yet clear how any adopted domestic anti-parity clause legislations and/or any possible future legislation in this area may affect Expedia’s business. Competition-related investigations, legislation or issues could also give rise to private litigation. For example, Expedia is involved in private litigation in Germany related to its current contractual parity provisions (see above). We are unable to predict how such litigation will be resolved, or whether it will impact Expedia’s business in Germany. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Note 10 – Segment Information We have four reportable segments: Core Online Travel Agencies (“Core OTA”), trivago, Egencia and HomeAway. Our Core OTA segment, which consists of the aggregation of operating segments, provides a full range of travel and advertising services to our worldwide customers through a variety of brands including: Expedia.com and Hotels.com in the United States and localized Expedia and Hotels.com websites throughout the world, Orbitz.com, Expedia Affiliate Network, Hotwire.com, Travelocity, Wotif Group, CarRentals.com, and Classic Vacations. Our trivago segment generates advertising revenue primarily from sending referrals to online travel companies and travel service providers from its hotel metasearch websites. Our Egencia segment provides managed travel services to corporate customers worldwide. Our HomeAway segment operates an online marketplace for the vacation rental industry. We determined our operating segments based on how our chief operating decision makers manage our business, make operating decisions and evaluate operating performance. Our primary operating metric is adjusted EBITDA. Adjusted EBITDA for our Core OTA and Egencia segments includes allocations of certain expenses, primarily cost of revenue and facilities, and our Core OTA segment includes the total costs of our global supply organizations as well as the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant hotel revenue. We base the allocations primarily on transaction volumes and other usage metrics. We do not allocate certain shared expenses such as accounting, human resources, information technology and legal to our reportable segments. We include these expenses in Corporate and Eliminations. Our allocation methodology is periodically evaluated and may change. Our segment disclosure includes intersegment revenues, which primarily consist of advertising and media services provided by our trivago segment to our Core OTA segment. These intersegment transactions are recorded by each segment at amounts that approximate fair value as if the transactions were between third parties, and therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within Corporate and Eliminations in the table below. Corporate and Eliminations also includes unallocated corporate functions and expenses. In addition, we record amortization of intangible assets and any related impairment, as well as stock-based compensation expense, restructuring and related reorganization charges, legal reserves, occupancy tax and other, and other items excluded from segment operating performance in Corporate and Eliminations. Such amounts are detailed in our segment reconciliation below. The following tables present our segment information for the three months ended March 31, 2017 and March 31, 2016 . As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers. Three months ended March 31, 2017 Core OTA trivago Egencia HomeAway Corporate & Eliminations Total (In thousands) Third-party revenue $ 1,699,899 $ 181,162 $ 122,699 $ 184,976 $ — $ 2,188,736 Intersegment revenue — 104,389 — — (104,389 ) — Revenue $ 1,699,899 $ 285,551 $ 122,699 $ 184,976 $ (104,389 ) $ 2,188,736 Adjusted EBITDA $ 306,030 $ 20,730 $ 27,009 $ 5,832 $ (151,368 ) $ 208,233 Depreciation (71,150 ) (1,953 ) (9,479 ) (7,430 ) (51,536 ) (141,548 ) Amortization of intangible assets — — — — (66,676 ) (66,676 ) Stock-based compensation — — — — (47,211 ) (47,211 ) Legal reserves, occupancy tax and other — — — — (21,054 ) (21,054 ) Restructuring and related reorganization charges — — — — (1,899 ) (1,899 ) Realized (gain) loss on revenue hedges (2,678 ) — — — — (2,678 ) Operating income (loss) $ 232,202 $ 18,777 $ 17,530 $ (1,598 ) $ (339,744 ) (72,833 ) Other expense, net (58,422 ) Loss before income taxes (131,255 ) Provision for income taxes 46,716 Net loss (84,539 ) Net income attributable to non-controlling interests (1,583 ) Net loss attributable to Expedia, Inc. $ (86,122 ) Three months ended March 31, 2016 Core OTA trivago Egencia HomeAway Corporate & Eliminations Total (In thousands) Third-party revenue $ 1,539,856 $ 112,062 $ 109,849 $ 142,194 $ — $ 1,903,961 Intersegment revenue — 64,108 — — (64,108 ) — Revenue $ 1,539,856 $ 176,170 $ 109,849 $ 142,194 $ (64,108 ) $ 1,903,961 Adjusted EBITDA $ 292,356 $ 7,706 $ 15,361 $ 17,314 $ (156,185 ) $ 176,552 Depreciation (58,818 ) (785 ) (6,847 ) (3,659 ) (35,146 ) (105,255 ) Amortization of intangible assets — — — — (89,999 ) (89,999 ) Stock-based compensation — — — — (48,908 ) (48,908 ) Legal reserves, occupancy tax and other — — — — (1,974 ) (1,974 ) Restructuring and related reorganization charges, excluding stock-based compensation — — — — (18,630 ) (18,630 ) Realized (gain) loss on revenue hedges (9,084 ) — — — — (9,084 ) Operating income (loss) $ 224,454 $ 6,921 $ 8,514 $ 13,655 $ (350,842 ) (97,298 ) Other expense, net (68,588 ) Loss before income taxes (165,886 ) Provision for income taxes 57,354 Net loss (108,532 ) Net income attributable to non-controlling interests (57 ) Net loss attributable to Expedia, Inc. $ (108,589 ) |
Guarantor and Non-Guarantor Sup
Guarantor and Non-Guarantor Supplemental Financial Information | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Guarantor and Non-Guarantor Supplemental Financial Information | Note 11 – Guarantor and Non-Guarantor Supplemental Financial Information Condensed consolidating financial information of Expedia, Inc. (the “Parent”), our subsidiaries that are guarantors of our debt facility and instruments (the “Guarantor Subsidiaries”), and our subsidiaries that are not guarantors of our debt facility and instruments (the “Non-Guarantor Subsidiaries”) is shown below. The debt facility and instruments are guaranteed by certain of our wholly-owned domestic subsidiaries and rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations. The guarantees are full, unconditional, and joint and several with the exception of certain customary automatic subsidiary release provisions. In this financial information, the Parent and Guarantor Subsidiaries account for investments in their wholly-owned subsidiaries using the equity method. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three months ended March 31, 2017 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue $ — $ 1,701,060 $ 593,162 $ (105,486 ) $ 2,188,736 Costs and expenses: Cost of revenue — 335,254 90,173 (3,740 ) 421,687 Selling and marketing — 909,622 462,191 (101,753 ) 1,270,060 Technology and content — 236,755 85,293 (8 ) 322,040 General and administrative — 106,051 52,087 15 158,153 Amortization of intangible assets — 45,484 21,192 — 66,676 Legal reserves, occupancy tax and other — 21,054 — — 21,054 Restructuring and related reorganization charges — 1,260 639 — 1,899 Intercompany (income) expense, net — 166,262 (166,262 ) — — Operating income (loss) — (120,682 ) 47,849 — (72,833 ) Other income (expense): Equity in pre-tax earnings of consolidated subsidiaries (60,213 ) 52,335 — 7,878 — Other, net (41,093 ) (32,406 ) 15,077 — (58,422 ) Total other income (expense), net (101,306 ) 19,929 15,077 7,878 (58,422 ) Income (loss) before income taxes (101,306 ) (100,753 ) 62,926 7,878 (131,255 ) Provision for income taxes 15,184 44,118 (12,586 ) — 46,716 Net income (loss) (86,122 ) (56,635 ) 50,340 7,878 (84,539 ) Net income attributable to non-controlling interests — — (1,583 ) — (1,583 ) Net income (loss) attributable to Expedia, Inc. $ (86,122 ) $ (56,635 ) $ 48,757 $ 7,878 $ (86,122 ) Comprehensive income (loss) attributable to Expedia, Inc. $ (57,136 ) $ (20,905 ) $ 84,481 $ (63,576 ) $ (57,136 ) CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three months ended March 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue $ — $ 1,473,883 $ 492,308 $ (62,230 ) $ 1,903,961 Costs and expenses: Cost of revenue — 318,148 87,525 (3,103 ) 402,570 Selling and marketing — 728,087 370,473 (59,212 ) 1,039,348 Technology and content — 218,175 73,308 71 291,554 General and administrative — 93,967 52,030 14 146,011 Amortization of intangible assets — 55,829 34,170 — 89,999 Legal reserves, occupancy tax and other — 1,974 — — 1,974 Restructuring and related reorganization charges — 20,259 9,544 — 29,803 Intercompany (income) expense, net — 175,689 (175,689 ) — — Operating income (loss) — (138,245 ) 40,947 — (97,298 ) Other income (expense): Equity in pre-tax earnings (losses) of consolidated subsidiaries (82,603 ) 46,279 — 36,324 — Other, net (41,216 ) (41,268 ) 13,896 — (68,588 ) Total other income (loss), net (123,819 ) 5,011 13,896 36,324 (68,588 ) Income (loss) before income taxes (123,819 ) (133,234 ) 54,843 36,324 (165,886 ) Provision for income taxes 15,230 53,093 (10,969 ) — 57,354 Net income (loss) (108,589 ) (80,141 ) 43,874 36,324 (108,532 ) Net income attributable to non-controlling interests — — (57 ) — (57 ) Net income (loss) attributable to Expedia, Inc. $ (108,589 ) $ (80,141 ) $ 43,817 $ 36,324 $ (108,589 ) Comprehensive income (loss) attributable to Expedia, Inc. $ (111,062 ) $ (66,381 ) $ 56,698 $ 9,683 $ (111,062 ) CONDENSED CONSOLIDATING BALANCE SHEET March 31, 2017 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Total current assets $ 308,943 $ 4,245,253 $ 2,093,846 $ (1,319,629 ) $ 5,328,413 Investment in subsidiaries 9,522,269 3,507,327 — (13,029,596 ) — Intangible assets, net — 1,876,104 510,400 — 2,386,504 Goodwill — 6,404,707 1,575,175 — 7,979,882 Other assets, net 4,107 1,625,159 357,656 (12,815 ) 1,974,107 TOTAL ASSETS $ 9,835,319 $ 17,658,550 $ 4,537,077 $ (14,362,040 ) $ 17,668,906 LIABILITIES AND STOCKHOLDERS’ EQUITY Total current liabilities $ 1,005,328 $ 7,513,671 $ 820,201 $ (1,319,629 ) $ 8,019,571 Long-term debt 3,170,933 — — — 3,170,933 Other liabilities — 652,321 179,838 (12,815 ) 819,344 Stockholders’ equity 5,659,058 9,492,558 3,537,038 (13,029,596 ) 5,659,058 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 9,835,319 $ 17,658,550 $ 4,537,077 $ (14,362,040 ) $ 17,668,906 CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Total current assets $ 293,759 $ 2,535,711 $ 1,829,191 $ (1,208,410 ) $ 3,450,251 Investment in subsidiaries 9,536,273 3,410,687 — (12,946,960 ) — Intangible assets, net — 1,921,519 525,133 — 2,446,652 Goodwill — 6,392,479 1,549,544 — 7,942,023 Other assets, net 4,107 1,608,218 331,818 (5,523 ) 1,938,620 TOTAL ASSETS $ 9,834,139 $ 15,868,614 $ 4,235,686 $ (14,160,893 ) $ 15,777,546 LIABILITIES AND STOCKHOLDERS’ EQUITY Total current liabilities $ 981,700 $ 5,733,755 $ 620,153 $ (1,208,410 ) $ 6,127,198 Long-term debt 3,159,336 — — — 3,159,336 Other liabilities — 629,634 173,798 (5,523 ) 797,909 Stockholders’ equity 5,693,103 9,505,225 3,441,735 (12,946,960 ) 5,693,103 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 9,834,139 $ 15,868,614 $ 4,235,686 $ (14,160,893 ) $ 15,777,546 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three months ended March 31, 2017 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidated (In thousands) Operating activities: Net cash provided by operating activities $ — $ 1,585,792 $ 87,651 $ 1,673,443 Investing activities: Capital expenditures, including internal-use software and website development — (136,927 ) (29,942 ) (166,869 ) Purchases of investments — (679,160 ) (101,203 ) (780,363 ) Sales and maturities of investments — 6,815 — 6,815 Other, net — (9,628 ) 461 (9,167 ) Net cash used in investing activities — (818,900 ) (130,684 ) (949,584 ) Financing activities: Purchases of treasury stock (45,176 ) — — (45,176 ) Transfers (to) from related parties 35,043 (135,043 ) 100,000 — Other, net 10,133 (8,836 ) (4,241 ) (2,944 ) Net provided by (cash used) in financing activities — (143,879 ) 95,759 (48,120 ) Effect of exchange rate changes on cash and cash equivalents — 8,003 22,677 30,680 Net increase in cash and cash equivalents — 631,016 75,403 706,419 Cash and cash equivalents at beginning of the period — 425,471 1,371,340 1,796,811 Cash and cash equivalents at end of the period $ — $ 1,056,487 $ 1,446,743 $ 2,503,230 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three months ended March 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidated (In thousands) Operating activities: Net cash provided by operating activities $ — $ 893,775 $ 214,548 $ 1,108,323 Investing activities: Capital expenditures, including internal-use software and website development — (146,189 ) (21,389 ) (167,578 ) Transfers (to) from related parties — (99,919 ) 99,919 — Sales and maturities of investments — 8,215 — 8,215 Other, net — (2,102 ) 2,230 128 Net cash provided by (used in) investing activities — (239,995 ) 80,760 (159,235 ) Financing activities: Payment of HomeAway Convertible Notes — (400,443 ) — (400,443 ) Purchases of treasury stock (187,022 ) — — (187,022 ) Transfers (to) from related parties 200,725 (55,851 ) (144,874 ) — Other, net (13,703 ) (11,783 ) — (25,486 ) Net cash provided by financing activities — (468,077 ) (144,874 ) (612,951 ) Effect of exchange rate changes on cash and cash equivalents — 28,539 22,354 50,893 Net increase in cash and cash equivalents — 214,242 172,788 387,030 Cash and cash equivalents at beginning of period — 841,696 834,603 1,676,299 Cash and cash equivalents at end of period $ — $ 1,055,938 $ 1,007,391 $ 2,063,329 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These accompanying financial statements present our results of operations, financial position and cash flows on a consolidated basis. The unaudited consolidated financial statements include Expedia, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We have eliminated significant intercompany transactions and accounts. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2016 , previously filed with the Securities and Exchange Commission. |
Accounting Estimates | Accounting Estimates We use estimates and assumptions in the preparation of our interim unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our interim unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our interim unaudited consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; loyalty program liabilities; acquisition purchase price allocations; stock-based compensation and accounting for derivative instruments. |
Reclassifications | Reclassifications We have reclassified certain amounts related to our prior period results to conform to our current period presentation. |
Seasonality | Seasonality We generally experience seasonal fluctuations in the demand for our travel products and services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of our travel products, including merchant and agency hotel, is recognized when the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks or longer. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. Furthermore, operating profits for our primary advertising business, trivago, are experienced in the second half of the year as selling and marketing costs offset revenue in the first half of the year as we aggressively market during the busy booking period for spring, summer and winter holiday travel. Additionally, trivago has historically earned a substantial portion of its operating profits in the fourth quarter. As a result on a consolidated basis, revenue and income are typically the lowest in the first quarter and highest in the third quarter. The continued growth of our international operations, advertising business or a change in our product mix, including the assimilation and growth of HomeAway, may influence the typical trend of the seasonality in the future. |
Recent Accounting Policies | Recent Accounting Policies Not Yet Adopted In May 2014, the FASB issued an Accounting Standards Update ("ASU") amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB issued an ASU deferring the effective date of the revenue standard so it would be effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption prohibited before December 15, 2016. In addition, the FASB has also issued several amendments to the standard which clarify certain aspects of the guidance, including principal versus agent considerations and identifying performance obligations. We have made significant progress toward completing our evaluation of potential changes from adopting the new standard on our core revenues and continue to evaluate the impact of the adoption of this new guidance on our consolidated financial statements. We expect to have our preliminary evaluation, including the selection of an adoption method, completed by the end of the first half of 2017. We are not planning on early adopting and currently expect to adopt the new revenue recognition guidance in the first quarter of 2018. In January 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 annual periods, and interim periods within those annual periods, beginning after December 15, 2017. We do not expect the adoption of this new guidance to have a material impact on our consolidated financial statements. In February 2016, the FASB issued new guidance related to accounting and reporting guidelines for leasing arrangements. The new guidance requires entities that lease assets to recognize assets and liabilities on the balance sheet related to the rights and obligations created by those leases regardless of whether they are classified as finance or operating leases. Consistent with current guidance, the recognition, measurement, and presentation of expenses and cash flows arising from a lease primarily will depend on its classification as a finance or operating lease. The guidance also requires new disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for annual and interim reporting periods beginning after December 15, 2018. Early adoption is permitted and should be applied using a modified retrospective approach. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In June 2016, the FASB issued new guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities. The new guidance replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. This update is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods. Early adoption is permitted for annual periods beginning after December 15, 2018, including interim periods within those annual periods. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In August and November 2016, the FASB issued new guidance related to the statement of cash flows which clarifies how companies present and classify certain cash receipts and cash payments as well as amends current guidance to address the classification and presentation of changes in restricted cash in the statement of cash flows. The new guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017 with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In October 2016, the FASB issued new guidance amending the accounting for income taxes associated with intra-entity transfers of assets other than inventory. This accounting update, which is part of the FASB's simplification initiative, is intended to reduce diversity in practice and the complexity of tax accounting, particularly for those transfers involving intellectual property. This new guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017 with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. In January 2017, the FASB issued new guidance clarifying the definition of a business for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017 with early adoption permitted for transactions that occurred before the issuance date or effective date of the standard if the transactions were not reported in financial statements that have been issued or made available for issuance. The standard must be applied prospectively. Upon adoption, the standard will impact how we assess acquisitions (or disposals) of assets or businesses. In January 2017, the FASB issued new guidance simplifying subsequent goodwill measurement by eliminating Step 2 from the goodwill impairment test. Under this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2019 with early adoption permitted for annual goodwill impairment tests performed after January 1, 2017. The standard must be applied prospectively. Upon adoption, the standard will impact how we assess goodwill for impairment. We are currently considering our timing of adoption. |
Fair Value Measurements | We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input. We also hold time deposit investments with financial institutions. Time deposits with original maturities of less than three months are classified as cash equivalents and those with remaining maturities of less than one year are classified within short-term investments. Additionally, we have time deposits classified as restricted cash for certain traveler deposits. Derivative instruments are carried at fair value on our consolidated balance sheets. We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. Our goal in managing our foreign exchange risk is to reduce, to the extent practicable, our potential exposure to the changes that exchange rates might have on our earnings, cash flows and financial position. Our foreign currency forward contracts are typically short-term and, as they do not qualify for hedge accounting treatment, we classify the changes in their fair value in other, net. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2017 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In thousands) Assets Cash equivalents: Money market funds $ 145,262 $ 145,262 $ — Time deposits 318,505 — 318,505 Restricted cash: Time deposits 6,378 — 6,378 Investments: Time deposits 805,765 — 805,765 Corporate debt securities 57,338 — 57,338 Total assets $ 1,333,248 $ 145,262 $ 1,187,986 Liabilities Derivatives: Foreign currency forward contracts $ 1,671 $ — $ 1,671 Financial assets measured at fair value on a recurring basis as of December 31, 2016 are classified using the fair value hierarchy in the table below: Total Level 1 Level 2 (In thousands) Assets Cash equivalents: Money market funds $ 113,955 $ 113,955 $ — Time deposits 299,585 — 299,585 Investments: Time deposits 24,576 — 24,576 Corporate debt securities 64,227 — 64,227 Total assets $ 502,343 $ 113,955 $ 388,388 Liabilities Derivatives: Foreign currency forward contracts $ 4,402 $ — $ 4,402 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Long Term Debt Outstanding | The following table sets forth our outstanding debt: March 31, December 31, (In thousands) 7.456% senior notes due 2018 $ 500,000 $ 500,000 5.95% senior notes due 2020 747,222 747,020 2.5% (€650 million) senior notes due 2022 688,484 677,503 4.5% senior notes due 2024 494,643 494,472 5.0% senior notes due 2026 740,584 740,341 Long-term debt (1) $ 3,170,933 $ 3,159,336 (1) Net of applicable discounts and debt issuance costs. |
Level 2 | |
Long Term Debt Outstanding | The following table sets forth the approximate fair value of our outstanding debt, which is based on quoted market prices in less active markets (Level 2 inputs): March 31, December 31, (In thousands) 7.456% senior notes due 2018 $ 536,000 $ 541,000 5.95% senior notes due 2020 825,000 823,000 2.5% (€650 million) senior notes due 2022 (1) 736,000 718,000 4.5% senior notes due 2024 526,000 511,000 5.0% senior notes due 2026 804,000 782,000 (1) Approximately 689 million Euro as of March 31, 2017 and 682 million Euro as of December 31, 2016 . |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Summary Of Dividends Declared | The Executive Committee, acting on behalf of the Board of Directors, declared the following dividends during the periods presented: Declaration Date Dividend Per Share Record Date Total Amount (in thousands) Payment Date February 7, 2017 $ 0.28 March 9, 2017 $ 42,247 March 30, 2017 February 8, 2016 0.24 March 10, 2016 36,174 March 30, 2016 |
Accumulated Other Comprehensive Loss , Net of Taxes | The balance for each class of accumulated other comprehensive loss as of March 31, 2017 and December 31, 2016 is as follows: March 31, December 31, (In thousands) Foreign currency translation adjustments, net of tax (1) $ (251,444 ) $ (280,426 ) Net unrealized gain (loss) on available for sale securities, net of tax 31 27 Accumulated other comprehensive loss $ (251,413 ) $ (280,399 ) (1) Foreign currency translation adjustments, net of tax, include foreign currency transaction gains at March 31, 2017 of $9 million ( $14 million before tax) and at December 31, 2016 of $16 million ( $25 million before tax) associated with our 2.5% Notes. The 2.5% Notes are Euro-denominated debt designated as hedges of certain of our Euro-denominated net assets. See Note 4 – Debt for more information. The remaining balance in currency translation adjustments excludes income taxes as a result of our current intention to indefinitely reinvest the earnings of our international subsidiaries outside of the United States. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Operating Segment Information | The following tables present our segment information for the three months ended March 31, 2017 and March 31, 2016 . As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers. Three months ended March 31, 2017 Core OTA trivago Egencia HomeAway Corporate & Eliminations Total (In thousands) Third-party revenue $ 1,699,899 $ 181,162 $ 122,699 $ 184,976 $ — $ 2,188,736 Intersegment revenue — 104,389 — — (104,389 ) — Revenue $ 1,699,899 $ 285,551 $ 122,699 $ 184,976 $ (104,389 ) $ 2,188,736 Adjusted EBITDA $ 306,030 $ 20,730 $ 27,009 $ 5,832 $ (151,368 ) $ 208,233 Depreciation (71,150 ) (1,953 ) (9,479 ) (7,430 ) (51,536 ) (141,548 ) Amortization of intangible assets — — — — (66,676 ) (66,676 ) Stock-based compensation — — — — (47,211 ) (47,211 ) Legal reserves, occupancy tax and other — — — — (21,054 ) (21,054 ) Restructuring and related reorganization charges — — — — (1,899 ) (1,899 ) Realized (gain) loss on revenue hedges (2,678 ) — — — — (2,678 ) Operating income (loss) $ 232,202 $ 18,777 $ 17,530 $ (1,598 ) $ (339,744 ) (72,833 ) Other expense, net (58,422 ) Loss before income taxes (131,255 ) Provision for income taxes 46,716 Net loss (84,539 ) Net income attributable to non-controlling interests (1,583 ) Net loss attributable to Expedia, Inc. $ (86,122 ) Three months ended March 31, 2016 Core OTA trivago Egencia HomeAway Corporate & Eliminations Total (In thousands) Third-party revenue $ 1,539,856 $ 112,062 $ 109,849 $ 142,194 $ — $ 1,903,961 Intersegment revenue — 64,108 — — (64,108 ) — Revenue $ 1,539,856 $ 176,170 $ 109,849 $ 142,194 $ (64,108 ) $ 1,903,961 Adjusted EBITDA $ 292,356 $ 7,706 $ 15,361 $ 17,314 $ (156,185 ) $ 176,552 Depreciation (58,818 ) (785 ) (6,847 ) (3,659 ) (35,146 ) (105,255 ) Amortization of intangible assets — — — — (89,999 ) (89,999 ) Stock-based compensation — — — — (48,908 ) (48,908 ) Legal reserves, occupancy tax and other — — — — (1,974 ) (1,974 ) Restructuring and related reorganization charges, excluding stock-based compensation — — — — (18,630 ) (18,630 ) Realized (gain) loss on revenue hedges (9,084 ) — — — — (9,084 ) Operating income (loss) $ 224,454 $ 6,921 $ 8,514 $ 13,655 $ (350,842 ) (97,298 ) Other expense, net (68,588 ) Loss before income taxes (165,886 ) Provision for income taxes 57,354 Net loss (108,532 ) Net income attributable to non-controlling interests (57 ) Net loss attributable to Expedia, Inc. $ (108,589 ) |
Guarantor and Non-Guarantor S25
Guarantor and Non-Guarantor Supplemental Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Statement of Operations | CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three months ended March 31, 2017 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue $ — $ 1,701,060 $ 593,162 $ (105,486 ) $ 2,188,736 Costs and expenses: Cost of revenue — 335,254 90,173 (3,740 ) 421,687 Selling and marketing — 909,622 462,191 (101,753 ) 1,270,060 Technology and content — 236,755 85,293 (8 ) 322,040 General and administrative — 106,051 52,087 15 158,153 Amortization of intangible assets — 45,484 21,192 — 66,676 Legal reserves, occupancy tax and other — 21,054 — — 21,054 Restructuring and related reorganization charges — 1,260 639 — 1,899 Intercompany (income) expense, net — 166,262 (166,262 ) — — Operating income (loss) — (120,682 ) 47,849 — (72,833 ) Other income (expense): Equity in pre-tax earnings of consolidated subsidiaries (60,213 ) 52,335 — 7,878 — Other, net (41,093 ) (32,406 ) 15,077 — (58,422 ) Total other income (expense), net (101,306 ) 19,929 15,077 7,878 (58,422 ) Income (loss) before income taxes (101,306 ) (100,753 ) 62,926 7,878 (131,255 ) Provision for income taxes 15,184 44,118 (12,586 ) — 46,716 Net income (loss) (86,122 ) (56,635 ) 50,340 7,878 (84,539 ) Net income attributable to non-controlling interests — — (1,583 ) — (1,583 ) Net income (loss) attributable to Expedia, Inc. $ (86,122 ) $ (56,635 ) $ 48,757 $ 7,878 $ (86,122 ) Comprehensive income (loss) attributable to Expedia, Inc. $ (57,136 ) $ (20,905 ) $ 84,481 $ (63,576 ) $ (57,136 ) CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three months ended March 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue $ — $ 1,473,883 $ 492,308 $ (62,230 ) $ 1,903,961 Costs and expenses: Cost of revenue — 318,148 87,525 (3,103 ) 402,570 Selling and marketing — 728,087 370,473 (59,212 ) 1,039,348 Technology and content — 218,175 73,308 71 291,554 General and administrative — 93,967 52,030 14 146,011 Amortization of intangible assets — 55,829 34,170 — 89,999 Legal reserves, occupancy tax and other — 1,974 — — 1,974 Restructuring and related reorganization charges — 20,259 9,544 — 29,803 Intercompany (income) expense, net — 175,689 (175,689 ) — — Operating income (loss) — (138,245 ) 40,947 — (97,298 ) Other income (expense): Equity in pre-tax earnings (losses) of consolidated subsidiaries (82,603 ) 46,279 — 36,324 — Other, net (41,216 ) (41,268 ) 13,896 — (68,588 ) Total other income (loss), net (123,819 ) 5,011 13,896 36,324 (68,588 ) Income (loss) before income taxes (123,819 ) (133,234 ) 54,843 36,324 (165,886 ) Provision for income taxes 15,230 53,093 (10,969 ) — 57,354 Net income (loss) (108,589 ) (80,141 ) 43,874 36,324 (108,532 ) Net income attributable to non-controlling interests — — (57 ) — (57 ) Net income (loss) attributable to Expedia, Inc. $ (108,589 ) $ (80,141 ) $ 43,817 $ 36,324 $ (108,589 ) Comprehensive income (loss) attributable to Expedia, Inc. $ (111,062 ) $ (66,381 ) $ 56,698 $ 9,683 $ (111,062 ) |
Schedule of Balance Sheet Information | CONDENSED CONSOLIDATING BALANCE SHEET March 31, 2017 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Total current assets $ 308,943 $ 4,245,253 $ 2,093,846 $ (1,319,629 ) $ 5,328,413 Investment in subsidiaries 9,522,269 3,507,327 — (13,029,596 ) — Intangible assets, net — 1,876,104 510,400 — 2,386,504 Goodwill — 6,404,707 1,575,175 — 7,979,882 Other assets, net 4,107 1,625,159 357,656 (12,815 ) 1,974,107 TOTAL ASSETS $ 9,835,319 $ 17,658,550 $ 4,537,077 $ (14,362,040 ) $ 17,668,906 LIABILITIES AND STOCKHOLDERS’ EQUITY Total current liabilities $ 1,005,328 $ 7,513,671 $ 820,201 $ (1,319,629 ) $ 8,019,571 Long-term debt 3,170,933 — — — 3,170,933 Other liabilities — 652,321 179,838 (12,815 ) 819,344 Stockholders’ equity 5,659,058 9,492,558 3,537,038 (13,029,596 ) 5,659,058 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 9,835,319 $ 17,658,550 $ 4,537,077 $ (14,362,040 ) $ 17,668,906 CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Total current assets $ 293,759 $ 2,535,711 $ 1,829,191 $ (1,208,410 ) $ 3,450,251 Investment in subsidiaries 9,536,273 3,410,687 — (12,946,960 ) — Intangible assets, net — 1,921,519 525,133 — 2,446,652 Goodwill — 6,392,479 1,549,544 — 7,942,023 Other assets, net 4,107 1,608,218 331,818 (5,523 ) 1,938,620 TOTAL ASSETS $ 9,834,139 $ 15,868,614 $ 4,235,686 $ (14,160,893 ) $ 15,777,546 LIABILITIES AND STOCKHOLDERS’ EQUITY Total current liabilities $ 981,700 $ 5,733,755 $ 620,153 $ (1,208,410 ) $ 6,127,198 Long-term debt 3,159,336 — — — 3,159,336 Other liabilities — 629,634 173,798 (5,523 ) 797,909 Stockholders’ equity 5,693,103 9,505,225 3,441,735 (12,946,960 ) 5,693,103 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 9,834,139 $ 15,868,614 $ 4,235,686 $ (14,160,893 ) $ 15,777,546 |
Schedule of Cash Flow Statement Information | CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three months ended March 31, 2017 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidated (In thousands) Operating activities: Net cash provided by operating activities $ — $ 1,585,792 $ 87,651 $ 1,673,443 Investing activities: Capital expenditures, including internal-use software and website development — (136,927 ) (29,942 ) (166,869 ) Purchases of investments — (679,160 ) (101,203 ) (780,363 ) Sales and maturities of investments — 6,815 — 6,815 Other, net — (9,628 ) 461 (9,167 ) Net cash used in investing activities — (818,900 ) (130,684 ) (949,584 ) Financing activities: Purchases of treasury stock (45,176 ) — — (45,176 ) Transfers (to) from related parties 35,043 (135,043 ) 100,000 — Other, net 10,133 (8,836 ) (4,241 ) (2,944 ) Net provided by (cash used) in financing activities — (143,879 ) 95,759 (48,120 ) Effect of exchange rate changes on cash and cash equivalents — 8,003 22,677 30,680 Net increase in cash and cash equivalents — 631,016 75,403 706,419 Cash and cash equivalents at beginning of the period — 425,471 1,371,340 1,796,811 Cash and cash equivalents at end of the period $ — $ 1,056,487 $ 1,446,743 $ 2,503,230 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three months ended March 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidated (In thousands) Operating activities: Net cash provided by operating activities $ — $ 893,775 $ 214,548 $ 1,108,323 Investing activities: Capital expenditures, including internal-use software and website development — (146,189 ) (21,389 ) (167,578 ) Transfers (to) from related parties — (99,919 ) 99,919 — Sales and maturities of investments — 8,215 — 8,215 Other, net — (2,102 ) 2,230 128 Net cash provided by (used in) investing activities — (239,995 ) 80,760 (159,235 ) Financing activities: Payment of HomeAway Convertible Notes — (400,443 ) — (400,443 ) Purchases of treasury stock (187,022 ) — — (187,022 ) Transfers (to) from related parties 200,725 (55,851 ) (144,874 ) — Other, net (13,703 ) (11,783 ) — (25,486 ) Net cash provided by financing activities — (468,077 ) (144,874 ) (612,951 ) Effect of exchange rate changes on cash and cash equivalents — 28,539 22,354 50,893 Net increase in cash and cash equivalents — 214,242 172,788 387,030 Cash and cash equivalents at beginning of period — 841,696 834,603 1,676,299 Cash and cash equivalents at end of period $ — $ 1,055,938 $ 1,007,391 $ 2,063,329 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - ASU 2016-09 - Effect of Early Adoption $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
New Accounting Pronouncement, Early Adoption [Line Items] | |
Reduction in share-based compensation expense | $ (5) |
Tax benefit recognized | $ 8 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Recurring Basis - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 1,333,248 | $ 502,343 |
Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency forward contracts, Liabilities | 1,671 | 4,402 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 145,262 | 113,955 |
Time deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 318,505 | 299,585 |
Restricted cash | 6,378 | |
Investments | 805,765 | 24,576 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 57,338 | 64,227 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 145,262 | 113,955 |
Level 1 | Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency forward contracts, Liabilities | 0 | 0 |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 145,262 | 113,955 |
Level 1 | Time deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Restricted cash | 0 | |
Investments | 0 | 0 |
Level 1 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 1,187,986 | 388,388 |
Level 2 | Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency forward contracts, Liabilities | 1,671 | 4,402 |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 2 | Time deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 318,505 | 299,585 |
Restricted cash | 6,378 | |
Investments | 805,765 | 24,576 |
Level 2 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | $ 57,338 | $ 64,227 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available for sale investments, short-term | $ 46,000 | $ 48,000 | |
Available for sale investments, long-term | 12,000 | 16,000 | |
Gross unrealized gains | 1,000 | 1,000 | |
Gross unrealized losses | 1,000 | 1,000 | |
Net losses from foreign currency forward contracts | 4,000 | $ 26,000 | |
Foreign currency forward contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Notional amount of foreign currency derivatives | 1,900,000 | ||
Recurring Basis | Foreign currency forward contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Net forward liability | $ 1,671 | $ 4,402 |
Debt - Additional Information (
Debt - Additional Information (Detail) | 3 Months Ended | ||
Mar. 31, 2017EUR (€) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |||
Long-term debt | $ 3,170,933,000 | $ 3,159,336,000 | |
Accrued expenses and other current liabilities | 1,035,271,000 | 1,090,826,000 | |
Other long-term liabilities | 323,142,000 | 312,939,000 | |
Senior Notes | |||
Debt Instrument [Line Items] | |||
Accrued interest related to senior notes | 32,000,000 | 63,000,000 | |
Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility | 1,500,000,000 | ||
Credit facility borrowings outstanding | 0 | 0 | |
Commitment fee on undrawn amounts | 0.175% | ||
Letters of credit issued under the credit facility | 19,000,000 | 19,000,000 | |
Uncommitted Credit Facility | International Subsidiary One | |||
Debt Instrument [Line Items] | |||
Credit facility | € | € 50,000,000 | ||
Credit facility borrowings outstanding | € 0 | 0 | |
7.456% Senior Notes Due 2018 | |||
Debt Instrument [Line Items] | |||
Long-term debt | 500,000,000 | 500,000,000 | |
Senior unsecured notes principal amount | $ 500,000,000 | ||
Debt, interest rate (percentage) | 7.456% | 7.456% | |
Debt instrument redemption price percentage | 100.00% | ||
5.95% Senior Notes Due 2020 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 747,222,000 | 747,020,000 | |
Senior unsecured notes principal amount | $ 750,000,000 | ||
Debt, interest rate (percentage) | 5.95% | 5.95% | |
Debt instrument redemption price percentage | 100.00% | ||
Senior notes issued price percentage | 99.893% | 99.893% | |
5.95% Senior Notes Due 2020 | Upon the occurrence of certain change of control triggering events | |||
Debt Instrument [Line Items] | |||
Debt instrument redemption price percentage | 101.00% | ||
2.5% Senior Notes Due 2022 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 688,484,000 | 677,503,000 | |
Senior unsecured notes principal amount | € | € 650,000,000 | ||
Debt, interest rate (percentage) | 2.50% | 2.50% | |
Debt instrument redemption price percentage | 100.00% | ||
Senior notes issued price percentage | 99.525% | 99.525% | |
2.5% Senior Notes Due 2022 | Upon the occurrence of certain change of control triggering events | |||
Debt Instrument [Line Items] | |||
Debt instrument redemption price percentage | 101.00% | ||
4.5% Senior Notes Due 2024 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 494,643,000 | 494,472,000 | |
Senior unsecured notes principal amount | $ 500,000,000 | ||
Debt, interest rate (percentage) | 4.50% | 4.50% | |
Debt instrument redemption price percentage | 100.00% | ||
Senior notes issued price percentage | 99.444% | 99.444% | |
4.5% Senior Notes Due 2024 | Upon the occurrence of certain change of control triggering events | |||
Debt Instrument [Line Items] | |||
Debt instrument redemption price percentage | 101.00% | ||
5.0% Senior Notes Due 2026 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 740,584,000 | $ 740,341,000 | |
Senior unsecured notes principal amount | $ 750,000,000 | ||
Debt, interest rate (percentage) | 5.00% | 5.00% | |
Debt instrument redemption price percentage | 100.00% | ||
Senior notes issued price percentage | 99.535% | 99.535% | |
5.0% Senior Notes Due 2026 | Upon the occurrence of certain change of control triggering events | |||
Debt Instrument [Line Items] | |||
Debt instrument redemption price percentage | 101.00% | ||
LIBOR | Credit Facility | |||
Debt Instrument [Line Items] | |||
Basis points added to LIBOR rate | 1.375% |
Debt - Long Term Debt Outstandi
Debt - Long Term Debt Outstanding (Details) | Mar. 31, 2017EUR (€) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |||
Long-term debt | $ 3,170,933,000 | $ 3,159,336,000 | |
7.456% Senior Notes Due 2018 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 500,000,000 | 500,000,000 | |
Debt, interest rate (percentage) | 7.456% | 7.456% | |
Senior unsecured notes principal amount | $ 500,000,000 | ||
5.95% Senior Notes Due 2020 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 747,222,000 | 747,020,000 | |
Debt, interest rate (percentage) | 5.95% | 5.95% | |
Senior unsecured notes principal amount | $ 750,000,000 | ||
2.5% Senior Notes Due 2022 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 688,484,000 | 677,503,000 | |
Debt, interest rate (percentage) | 2.50% | 2.50% | |
Senior unsecured notes principal amount | € | € 650,000,000 | ||
4.5% Senior Notes Due 2024 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 494,643,000 | 494,472,000 | |
Debt, interest rate (percentage) | 4.50% | 4.50% | |
Senior unsecured notes principal amount | $ 500,000,000 | ||
5.0% Senior Notes Due 2026 | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 740,584,000 | $ 740,341,000 | |
Debt, interest rate (percentage) | 5.00% | 5.00% | |
Senior unsecured notes principal amount | $ 750,000,000 |
Debt - Fair Value of Outstandin
Debt - Fair Value of Outstanding Debt (Details) | Mar. 31, 2017EUR (€) | Mar. 31, 2017USD ($) | Dec. 31, 2016EUR (€) | Dec. 31, 2016USD ($) |
7.456% Senior Notes Due 2018 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 536,000,000 | $ 541,000,000 | ||
Debt, interest rate (percentage) | 7.456% | 7.456% | ||
Senior unsecured notes principal amount | $ 500,000,000 | |||
5.95% Senior Notes Due 2020 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 825,000,000 | 823,000,000 | ||
Debt, interest rate (percentage) | 5.95% | 5.95% | ||
Senior unsecured notes principal amount | $ 750,000,000 | |||
2.5% Senior Notes Due 2022 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | € 689,000,000 | $ 736,000,000 | € 682,000,000 | 718,000,000 |
Debt, interest rate (percentage) | 2.50% | 2.50% | ||
Senior unsecured notes principal amount | € | € 650,000,000 | |||
4.5% Senior Notes Due 2024 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 526,000,000 | 511,000,000 | ||
Debt, interest rate (percentage) | 4.50% | 4.50% | ||
Senior unsecured notes principal amount | $ 500,000,000 | |||
5.0% Senior Notes Due 2026 | ||||
Debt Instrument [Line Items] | ||||
Fair value of senior notes | $ 804,000,000 | $ 782,000,000 | ||
Debt, interest rate (percentage) | 5.00% | 5.00% | ||
Senior unsecured notes principal amount | $ 750,000,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 07, 2017 | Feb. 08, 2016 | Apr. 27, 2017 | Mar. 31, 2017 | Mar. 31, 2016 |
Dividends Payable [Line Items] | |||||
Declaration Date | Feb. 7, 2017 | Feb. 8, 2016 | |||
Dividends declared per common share (in dollars per share) | $ 0.28 | $ 0.24 | $ 0.28 | $ 0.24 | |
Record Date | Mar. 9, 2017 | Mar. 10, 2016 | |||
Payment of dividends to stockholders | $ 42,247 | $ 36,174 | $ 42,247 | $ 36,174 | |
Payment Date | Mar. 30, 2017 | Mar. 30, 2016 | |||
Subsequent Event | |||||
Dividends Payable [Line Items] | |||||
Dividends declared per common share (in dollars per share) | $ 0.28 | ||||
Record Date | May 25, 2017 | ||||
Payment Date | Jun. 15, 2017 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |
Apr. 27, 2017 | Mar. 31, 2017 | Feb. 28, 2015 | |
Payments for Repurchase of Equity [Abstract] | |||
Authorized share repurchase | 10,000,000 | ||
Stock repurchased, shares | 300,000 | ||
Stock repurchased, value | $ 39 | ||
Average repurchase price per share (in dollars per share) | $ 116.51 | ||
Shares authorized and remaining under the repurchase program | 6,900,000 | ||
Share-based Compensation [Abstract] | |||
Stock-based awards outstanding | 23,000,000 | ||
Stock Options | |||
Share-based Compensation [Abstract] | |||
Options outstanding | 20,000,000 | ||
Weighted average exercise price of outstanding options (in dollars per share) | $ 90.01 | ||
Weighted average remaining life of options outstanding | 4 years 10 months 24 days | ||
Vesting period | 4 years | ||
Options granted in period | 3,000,000 | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation [Abstract] | |||
Restricted stock units (RSUs) outstanding | 2,000,000 | ||
Options granted in period | 1,000,000 | ||
Subsequent Event | |||
Payments for Repurchase of Equity [Abstract] | |||
Stock repurchased, shares | 100,000 | ||
Stock repurchased, value | $ 14 | ||
Average repurchase price per share (in dollars per share) | $ 127.90 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2015 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Foreign currency translation adjustments, net of tax | $ (251,444) | $ (280,426) | |
Net unrealized gain (loss) on available for sale securities, net of tax | 31 | 27 | |
Accumulated other comprehensive loss | (251,413) | $ (280,399) | |
2.5% Senior Notes Due 2022 | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Foreign currency translation gains, net of tax | 9,000 | $ 16,000 | |
Foreign currency translation gains, before tax | $ 14,000 | $ 25,000 | |
Debt, interest rate (percentage) | 2.50% |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Outstanding stock awards excluded from calculations of diluted earnings (loss) per share | 23 | 23 |
Restructuring and Related Reo36
Restructuring and Related Reorganization Charges - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | ||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related reorganization charges | [1] | $ 1,899 | $ 29,803 | |
Accrued restructuring liability | 12,000 | $ 18,000 | ||
Minimum | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total expected restructuring charges in current year | 15,000 | |||
Maximum | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total expected restructuring charges in current year | $ 20,000 | |||
[1] | Includes stock-based compensation as follows: Cost of revenue $2,839 thousand and $2,408 thousand; Selling and marketing $10,731 thousand and $7,042 thousand; Technology and content $13,038 thousand and $10,621 thousand; General and administrative $20,603 thousand and $17,664 thousand; Restructuring and related reorganization charges $0 thousand and $11,173 thousand. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Tax Examination [Line Items] | ||
Additional federal tax expense | $ (46,716) | $ (57,354) |
IRS | ||
Income Tax Examination [Line Items] | ||
Increase in U.S. taxable income | 105,000 | |
Additional federal tax expense | $ 37,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2015USD ($) | May 31, 2014USD ($) | Mar. 31, 2017USD ($)LegalMatter | Dec. 31, 2013USD ($) | Dec. 31, 2009USD ($) | Dec. 31, 2016USD ($) | |
Litigation relating to occupancy tax | ||||||
Commitment And Contingencies [Line Items] | ||||||
Number of lawsuits filed | LegalMatter | 95 | |||||
Number of lawsuits currently active | LegalMatter | 18 | |||||
Number of lawsuits dismissed to date | LegalMatter | 41 | |||||
Number of dismissals based on finding that defendant was not subject to local hotel occupancy tax or the local government lacked standing to pursue claims | LegalMatter | 27 | |||||
Reserve for legal contingencies | $ 90 | $ 71 | ||||
Possible tax assessment payments for litigation | 23 | |||||
HAWAII | Litigation Related to Other Taxes | ||||||
Commitment And Contingencies [Line Items] | ||||||
Pay-to-play occupancy and other tax payments | $ 171 | |||||
Tax refunds received | $ 132 | |||||
Tax paid, net of refunds | 44 | |||||
Expected occupancy and other tax assessment payments | 16.7 | |||||
HAWAII | Litigation Related to Other Taxes | Orbitz Worldwide, Inc. | ||||||
Commitment And Contingencies [Line Items] | ||||||
Tax refunds received | $ 22 | |||||
City of San Francisco | ||||||
Commitment And Contingencies [Line Items] | ||||||
Pay-to-play occupancy and other tax payments | $ 25.5 | $ 48 | ||||
City of San Francisco | Orbitz Worldwide, Inc. | ||||||
Commitment And Contingencies [Line Items] | ||||||
Pay-to-play occupancy and other tax payments, paid to date | $ 4.6 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segment Information (Detail)
Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 2,188,736 | $ 1,903,961 |
Intersegment revenue | 0 | 0 |
Adjusted EBITDA | 208,233 | 176,552 |
Depreciation | (141,548) | (105,255) |
Amortization of intangible assets | (66,676) | (89,999) |
Stock-based compensation | (47,211) | (48,908) |
Legal reserves, occupancy tax and other | (21,054) | (1,974) |
Restructuring and related reorganization charges | (1,899) | (18,630) |
Realized (gain) loss on revenue hedges | (2,678) | (9,084) |
Operating income (loss) | (72,833) | (97,298) |
Other expense, net | (58,422) | (68,588) |
Income before income taxes | (131,255) | (165,886) |
Provision for income taxes | 46,716 | 57,354 |
Net loss | (84,539) | (108,532) |
Net income attributable to non-controlling interests | (1,583) | (57) |
Net income (loss) attributable to Expedia, Inc. | (86,122) | (108,589) |
Core OTA | ||
Segment Reporting Information [Line Items] | ||
Revenue | 1,699,899 | 1,539,856 |
trivago | ||
Segment Reporting Information [Line Items] | ||
Revenue | 181,162 | 112,062 |
Egencia | ||
Segment Reporting Information [Line Items] | ||
Revenue | 122,699 | 109,849 |
HomeAway | ||
Segment Reporting Information [Line Items] | ||
Revenue | 184,976 | 142,194 |
Reportable Segments | Core OTA | ||
Segment Reporting Information [Line Items] | ||
Revenue | 1,699,899 | 1,539,856 |
Intersegment revenue | 0 | 0 |
Adjusted EBITDA | 306,030 | 292,356 |
Depreciation | (71,150) | (58,818) |
Amortization of intangible assets | 0 | 0 |
Stock-based compensation | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 |
Realized (gain) loss on revenue hedges | (2,678) | (9,084) |
Operating income (loss) | 232,202 | 224,454 |
Reportable Segments | trivago | ||
Segment Reporting Information [Line Items] | ||
Revenue | 285,551 | 176,170 |
Intersegment revenue | 104,389 | 64,108 |
Adjusted EBITDA | 20,730 | 7,706 |
Depreciation | (1,953) | (785) |
Amortization of intangible assets | 0 | 0 |
Stock-based compensation | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 |
Realized (gain) loss on revenue hedges | 0 | 0 |
Operating income (loss) | 18,777 | 6,921 |
Reportable Segments | Egencia | ||
Segment Reporting Information [Line Items] | ||
Revenue | 122,699 | 109,849 |
Intersegment revenue | 0 | 0 |
Adjusted EBITDA | 27,009 | 15,361 |
Depreciation | (9,479) | (6,847) |
Amortization of intangible assets | 0 | 0 |
Stock-based compensation | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 |
Realized (gain) loss on revenue hedges | 0 | 0 |
Operating income (loss) | 17,530 | 8,514 |
Reportable Segments | HomeAway | ||
Segment Reporting Information [Line Items] | ||
Revenue | 184,976 | 142,194 |
Intersegment revenue | 0 | 0 |
Adjusted EBITDA | 5,832 | 17,314 |
Depreciation | (7,430) | (3,659) |
Amortization of intangible assets | 0 | 0 |
Stock-based compensation | 0 | 0 |
Legal reserves, occupancy tax and other | 0 | 0 |
Restructuring and related reorganization charges | 0 | 0 |
Realized (gain) loss on revenue hedges | 0 | 0 |
Operating income (loss) | (1,598) | 13,655 |
Corporate & Eliminations | ||
Segment Reporting Information [Line Items] | ||
Revenue | (104,389) | (64,108) |
Intersegment revenue | (104,389) | (64,108) |
Adjusted EBITDA | (151,368) | (156,185) |
Depreciation | (51,536) | (35,146) |
Amortization of intangible assets | (66,676) | (89,999) |
Stock-based compensation | (47,211) | (48,908) |
Legal reserves, occupancy tax and other | (21,054) | (1,974) |
Restructuring and related reorganization charges | (1,899) | (18,630) |
Realized (gain) loss on revenue hedges | 0 | 0 |
Operating income (loss) | $ (339,744) | $ (350,842) |
Guarantor and Non-Guarantor S41
Guarantor and Non-Guarantor Supplemental Financial Information - Schedule of Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Condensed Income Statements, Captions [Line Items] | |||
Revenue | $ 2,188,736 | $ 1,903,961 | |
Cost of revenue | [1] | 421,687 | 402,570 |
Selling and marketing | [1] | 1,270,060 | 1,039,348 |
Technology and content | [1] | 322,040 | 291,554 |
General and administrative | [1] | 158,153 | 146,011 |
Amortization of intangible assets | 66,676 | 89,999 | |
Legal reserves, occupancy tax and other | 21,054 | 1,974 | |
Restructuring and related reorganization charges | [1] | 1,899 | 29,803 |
Intercompany (income) expense, net | 0 | 0 | |
Operating loss | (72,833) | (97,298) | |
Equity in pre-tax earnings of consolidated subsidiaries | 0 | 0 | |
Other, net | (58,422) | (68,588) | |
Total other expense, net | (58,422) | (68,588) | |
Income (loss) before income taxes | (131,255) | (165,886) | |
Provision for income taxes | 46,716 | 57,354 | |
Net income (loss) | (84,539) | (108,532) | |
Net (income) loss attributable to noncontrolling interests | (1,583) | (57) | |
Net income (loss) attributable to Expedia, Inc. | (86,122) | (108,589) | |
Comprehensive income (loss) attributable to Expedia, Inc. | (57,136) | (111,062) | |
Reportable Legal Entities | Parent | |||
Condensed Income Statements, Captions [Line Items] | |||
Revenue | 0 | 0 | |
Cost of revenue | 0 | 0 | |
Selling and marketing | 0 | 0 | |
Technology and content | 0 | 0 | |
General and administrative | 0 | 0 | |
Amortization of intangible assets | 0 | 0 | |
Legal reserves, occupancy tax and other | 0 | 0 | |
Restructuring and related reorganization charges | 0 | 0 | |
Intercompany (income) expense, net | 0 | 0 | |
Operating loss | 0 | 0 | |
Equity in pre-tax earnings of consolidated subsidiaries | (60,213) | (82,603) | |
Other, net | (41,093) | (41,216) | |
Total other expense, net | (101,306) | (123,819) | |
Income (loss) before income taxes | (101,306) | (123,819) | |
Provision for income taxes | 15,184 | 15,230 | |
Net income (loss) | (86,122) | (108,589) | |
Net (income) loss attributable to noncontrolling interests | 0 | 0 | |
Net income (loss) attributable to Expedia, Inc. | (86,122) | (108,589) | |
Comprehensive income (loss) attributable to Expedia, Inc. | (57,136) | (111,062) | |
Reportable Legal Entities | Guarantor Subsidiaries | |||
Condensed Income Statements, Captions [Line Items] | |||
Revenue | 1,701,060 | 1,473,883 | |
Cost of revenue | 335,254 | 318,148 | |
Selling and marketing | 909,622 | 728,087 | |
Technology and content | 236,755 | 218,175 | |
General and administrative | 106,051 | 93,967 | |
Amortization of intangible assets | 45,484 | 55,829 | |
Legal reserves, occupancy tax and other | 21,054 | 1,974 | |
Restructuring and related reorganization charges | 1,260 | 20,259 | |
Intercompany (income) expense, net | 166,262 | 175,689 | |
Operating loss | (120,682) | (138,245) | |
Equity in pre-tax earnings of consolidated subsidiaries | 52,335 | 46,279 | |
Other, net | (32,406) | (41,268) | |
Total other expense, net | 19,929 | 5,011 | |
Income (loss) before income taxes | (100,753) | (133,234) | |
Provision for income taxes | 44,118 | 53,093 | |
Net income (loss) | (56,635) | (80,141) | |
Net (income) loss attributable to noncontrolling interests | 0 | 0 | |
Net income (loss) attributable to Expedia, Inc. | (56,635) | (80,141) | |
Comprehensive income (loss) attributable to Expedia, Inc. | (20,905) | (66,381) | |
Reportable Legal Entities | Non-Guarantor Subsidiaries | |||
Condensed Income Statements, Captions [Line Items] | |||
Revenue | 593,162 | 492,308 | |
Cost of revenue | 90,173 | 87,525 | |
Selling and marketing | 462,191 | 370,473 | |
Technology and content | 85,293 | 73,308 | |
General and administrative | 52,087 | 52,030 | |
Amortization of intangible assets | 21,192 | 34,170 | |
Legal reserves, occupancy tax and other | 0 | 0 | |
Restructuring and related reorganization charges | 639 | 9,544 | |
Intercompany (income) expense, net | (166,262) | (175,689) | |
Operating loss | 47,849 | 40,947 | |
Equity in pre-tax earnings of consolidated subsidiaries | 0 | 0 | |
Other, net | 15,077 | 13,896 | |
Total other expense, net | 15,077 | 13,896 | |
Income (loss) before income taxes | 62,926 | 54,843 | |
Provision for income taxes | (12,586) | (10,969) | |
Net income (loss) | 50,340 | 43,874 | |
Net (income) loss attributable to noncontrolling interests | (1,583) | (57) | |
Net income (loss) attributable to Expedia, Inc. | 48,757 | 43,817 | |
Comprehensive income (loss) attributable to Expedia, Inc. | 84,481 | 56,698 | |
Eliminations | |||
Condensed Income Statements, Captions [Line Items] | |||
Revenue | (105,486) | (62,230) | |
Cost of revenue | (3,740) | (3,103) | |
Selling and marketing | (101,753) | (59,212) | |
Technology and content | (8) | 71 | |
General and administrative | 15 | 14 | |
Amortization of intangible assets | 0 | 0 | |
Legal reserves, occupancy tax and other | 0 | 0 | |
Restructuring and related reorganization charges | 0 | 0 | |
Intercompany (income) expense, net | 0 | 0 | |
Operating loss | 0 | 0 | |
Equity in pre-tax earnings of consolidated subsidiaries | 7,878 | 36,324 | |
Other, net | 0 | 0 | |
Total other expense, net | 7,878 | 36,324 | |
Income (loss) before income taxes | 7,878 | 36,324 | |
Provision for income taxes | 0 | 0 | |
Net income (loss) | 7,878 | 36,324 | |
Net (income) loss attributable to noncontrolling interests | 0 | 0 | |
Net income (loss) attributable to Expedia, Inc. | 7,878 | 36,324 | |
Comprehensive income (loss) attributable to Expedia, Inc. | $ (63,576) | $ 9,683 | |
[1] | Includes stock-based compensation as follows: Cost of revenue $2,839 thousand and $2,408 thousand; Selling and marketing $10,731 thousand and $7,042 thousand; Technology and content $13,038 thousand and $10,621 thousand; General and administrative $20,603 thousand and $17,664 thousand; Restructuring and related reorganization charges $0 thousand and $11,173 thousand. |
Guarantor and Non-Guarantor S42
Guarantor and Non-Guarantor Supplemental Financial Information - Condensed Consolidating Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Total current assets | $ 5,328,413 | $ 3,450,251 |
Investment in subsidiaries | 0 | 0 |
Intangible assets, net | 2,386,504 | 2,446,652 |
Goodwill | 7,979,882 | 7,942,023 |
Other assets, net | 1,974,107 | 1,938,620 |
TOTAL ASSETS | 17,668,906 | 15,777,546 |
Total current liabilities | 8,019,571 | 6,127,198 |
Long-term debt | 3,170,933 | 3,159,336 |
Other liabilities | 819,344 | 797,909 |
Stockholders’ equity | 5,659,058 | 5,693,103 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 17,668,906 | 15,777,546 |
Reportable Legal Entities | Parent | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Total current assets | 308,943 | 293,759 |
Investment in subsidiaries | 9,522,269 | 9,536,273 |
Intangible assets, net | 0 | 0 |
Goodwill | 0 | 0 |
Other assets, net | 4,107 | 4,107 |
TOTAL ASSETS | 9,835,319 | 9,834,139 |
Total current liabilities | 1,005,328 | 981,700 |
Long-term debt | 3,170,933 | 3,159,336 |
Other liabilities | 0 | 0 |
Stockholders’ equity | 5,659,058 | 5,693,103 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 9,835,319 | 9,834,139 |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Total current assets | 4,245,253 | 2,535,711 |
Investment in subsidiaries | 3,507,327 | 3,410,687 |
Intangible assets, net | 1,876,104 | 1,921,519 |
Goodwill | 6,404,707 | 6,392,479 |
Other assets, net | 1,625,159 | 1,608,218 |
TOTAL ASSETS | 17,658,550 | 15,868,614 |
Total current liabilities | 7,513,671 | 5,733,755 |
Long-term debt | 0 | 0 |
Other liabilities | 652,321 | 629,634 |
Stockholders’ equity | 9,492,558 | 9,505,225 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 17,658,550 | 15,868,614 |
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Total current assets | 2,093,846 | 1,829,191 |
Investment in subsidiaries | 0 | 0 |
Intangible assets, net | 510,400 | 525,133 |
Goodwill | 1,575,175 | 1,549,544 |
Other assets, net | 357,656 | 331,818 |
TOTAL ASSETS | 4,537,077 | 4,235,686 |
Total current liabilities | 820,201 | 620,153 |
Long-term debt | 0 | 0 |
Other liabilities | 179,838 | 173,798 |
Stockholders’ equity | 3,537,038 | 3,441,735 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 4,537,077 | 4,235,686 |
Eliminations | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Total current assets | (1,319,629) | (1,208,410) |
Investment in subsidiaries | (13,029,596) | (12,946,960) |
Intangible assets, net | 0 | 0 |
Goodwill | 0 | 0 |
Other assets, net | (12,815) | (5,523) |
TOTAL ASSETS | (14,362,040) | (14,160,893) |
Total current liabilities | (1,319,629) | (1,208,410) |
Long-term debt | 0 | 0 |
Other liabilities | (12,815) | (5,523) |
Stockholders’ equity | (13,029,596) | (12,946,960) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ (14,362,040) | $ (14,160,893) |
Guarantor and Non-Guarantor S43
Guarantor and Non-Guarantor Supplemental Financial Information - Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating activities: | ||
Net cash provided by operating activities | $ 1,673,443 | $ 1,108,323 |
Investing activities: | ||
Capital expenditures, including internal-use software and website development | (166,869) | (167,578) |
Purchases of investments | (780,363) | 0 |
Sales and maturities of investments | 6,815 | 8,215 |
Other, net | (9,167) | 128 |
Net cash used in investing activities | (949,584) | (159,235) |
Financing activities: | ||
Payment of HomeAway Convertible Notes | (400,443) | |
Purchases of treasury stock | (45,176) | (187,022) |
Transfers (to) from related parties | 0 | 0 |
Other, net | (2,944) | (25,486) |
Net cash used in financing activities | (48,120) | (612,951) |
Effect of exchange rate changes on cash and cash equivalents | 30,680 | 50,893 |
Net increase in cash and cash equivalents | 706,419 | 387,030 |
Cash and cash equivalents at beginning of period | 1,796,811 | 1,676,299 |
Cash and cash equivalents at end of period | 2,503,230 | 2,063,329 |
Parent | ||
Operating activities: | ||
Net cash provided by operating activities | 0 | 0 |
Investing activities: | ||
Capital expenditures, including internal-use software and website development | 0 | 0 |
Purchases of investments | 0 | 0 |
Sales and maturities of investments | 0 | 0 |
Other, net | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Financing activities: | ||
Payment of HomeAway Convertible Notes | 0 | |
Purchases of treasury stock | (45,176) | (187,022) |
Transfers (to) from related parties | 35,043 | 200,725 |
Other, net | 10,133 | (13,703) |
Net cash used in financing activities | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Guarantor Subsidiaries | ||
Operating activities: | ||
Net cash provided by operating activities | 1,585,792 | 893,775 |
Investing activities: | ||
Capital expenditures, including internal-use software and website development | (136,927) | (146,189) |
Purchases of investments | (679,160) | (99,919) |
Sales and maturities of investments | 6,815 | 8,215 |
Other, net | (9,628) | (2,102) |
Net cash used in investing activities | (818,900) | (239,995) |
Financing activities: | ||
Payment of HomeAway Convertible Notes | (400,443) | |
Purchases of treasury stock | 0 | 0 |
Transfers (to) from related parties | (135,043) | (55,851) |
Other, net | (8,836) | (11,783) |
Net cash used in financing activities | (143,879) | (468,077) |
Effect of exchange rate changes on cash and cash equivalents | 8,003 | 28,539 |
Net increase in cash and cash equivalents | 631,016 | 214,242 |
Cash and cash equivalents at beginning of period | 425,471 | 841,696 |
Cash and cash equivalents at end of period | 1,056,487 | 1,055,938 |
Non-Guarantor Subsidiaries | ||
Operating activities: | ||
Net cash provided by operating activities | 87,651 | 214,548 |
Investing activities: | ||
Capital expenditures, including internal-use software and website development | (29,942) | (21,389) |
Purchases of investments | (101,203) | 99,919 |
Sales and maturities of investments | 0 | 0 |
Other, net | 461 | 2,230 |
Net cash used in investing activities | (130,684) | 80,760 |
Financing activities: | ||
Payment of HomeAway Convertible Notes | 0 | |
Purchases of treasury stock | 0 | 0 |
Transfers (to) from related parties | 100,000 | (144,874) |
Other, net | (4,241) | 0 |
Net cash used in financing activities | 95,759 | (144,874) |
Effect of exchange rate changes on cash and cash equivalents | 22,677 | 22,354 |
Net increase in cash and cash equivalents | 75,403 | 172,788 |
Cash and cash equivalents at beginning of period | 1,371,340 | 834,603 |
Cash and cash equivalents at end of period | $ 1,446,743 | $ 1,007,391 |