Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 02, 2015 | |
Entity Information | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | FB | |
Entity Registrant Name | FACEBOOK INC | |
Entity Central Index Key | 1,326,801 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Class A Common Stock | ||
Entity Information | ||
Entity Common Stock, Shares Outstanding | 2,270,457,461 | |
Class B Common Stock | ||
Entity Information | ||
Entity Common Stock, Shares Outstanding | 557,536,592 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 4,308 | $ 4,315 |
Marketable securities | 11,526 | 6,884 |
Accounts receivable, net of allowances for doubtful accounts of $55 and $39 as of September 30, 2015 and December 31, 2014, respectively | 2,010 | 1,678 |
Prepaid expenses and other current assets | 1,295 | 793 |
Total current assets | 19,139 | 13,670 |
Property and equipment, net | 5,335 | 3,967 |
Intangible assets, net | 3,437 | 3,929 |
Goodwill | 18,024 | 17,981 |
Other assets | 534 | 637 |
Total assets | 46,469 | 40,184 |
Current liabilities: | ||
Accounts payable | 149 | 176 |
Partners payable | 241 | 202 |
Accrued expenses and other current liabilities | 1,338 | 866 |
Deferred revenue and deposits | 47 | 66 |
Current portion of capital lease obligations | 17 | 114 |
Total current liabilities | 1,792 | 1,424 |
Capital lease obligations, less current portion | 109 | 119 |
Other liabilities | 3,148 | 2,545 |
Total liabilities | 5,049 | 4,088 |
Stockholders' equity: | ||
Common stock, $0.000006 par value; 5,000 million Class A shares authorized, 2,268 million and 2,234 million shares issued and outstanding, including 9 million and 13 million outstanding shares subject to repurchase, as of September 30, 2015 and December 31, 2014, respectively; 4,141 million Class B shares authorized, 558 million and 563 million shares issued and outstanding, including 3 million and 6 million outstanding shares subject to repurchase, as of September 30, 2015 and December 31, 2014, respecti | 0 | 0 |
Additional paid-in capital | 33,574 | 30,225 |
Accumulated other comprehensive loss | (380) | (228) |
Retained earnings | 8,226 | 6,099 |
Total stockholders' equity | 41,420 | 36,096 |
Total liabilities and stockholders' equity | $ 46,469 | $ 40,184 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Accounts receivable, allowances for doubtful accounts | $ 55 | $ 39 |
Stockholders' equity: | ||
Common stock, par value (in dollars per share) | $ 0.000006 | $ 0.000006 |
Class A Common Stock | ||
Stockholders' equity: | ||
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 2,268,000,000 | 2,234,000,000 |
Common stock, shares outstanding | 2,268,000,000 | 2,234,000,000 |
Common stock, outstanding shares subject to repurchase | 9,000,000 | 13,000,000 |
Class B Common Stock | ||
Stockholders' equity: | ||
Common stock, shares authorized | 4,141,000,000 | 4,141,000,000 |
Common stock, shares issued | 558,000,000 | 563,000,000 |
Common stock, shares outstanding | 558,000,000 | 563,000,000 |
Common stock, outstanding shares subject to repurchase | 3,000,000 | 6,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | $ 4,501 | $ 3,203 | $ 12,087 | $ 8,615 |
Costs and expenses: | ||||
Cost of revenue | 720 | 565 | 2,043 | 1,501 |
Research and development | 1,271 | 608 | 3,502 | 1,555 |
Marketing and sales | 706 | 374 | 1,953 | 1,055 |
General and administrative | 345 | 259 | 924 | 643 |
Total costs and expenses | 3,042 | 1,806 | 8,422 | 4,754 |
Income from operations | 1,459 | 1,397 | 3,665 | 3,861 |
Interest and other income/(expense), net | (27) | (61) | (28) | (65) |
Income before provision for income taxes | 1,432 | 1,336 | 3,637 | 3,796 |
Provision for income taxes | 536 | 530 | 1,510 | 1,557 |
Net income | 896 | 806 | 2,127 | 2,239 |
Less: Net income attributable to participating securities | 5 | 4 | 12 | 10 |
Net income attributable to Class A and Class B common stockholders | $ 891 | $ 802 | $ 2,115 | $ 2,229 |
Earnings per share attributable to Class A and Class B common stockholders: | ||||
Basic (in dollars per share) | $ 0.32 | $ 0.31 | $ 0.76 | $ 0.87 |
Diluted (in dollars per share) | $ 0.31 | $ 0.30 | $ 0.75 | $ 0.86 |
Weighted average shares used to compute earnings per share attributable to Class A and Class B common stockholders: | ||||
Basic (in shares) | 2,808 | 2,587 | 2,796 | 2,565 |
Diluted (in shares) | 2,863 | 2,644 | 2,848 | 2,616 |
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | $ 757 | $ 353 | $ 2,223 | $ 941 |
Cost of revenue | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | 21 | 16 | 59 | 44 |
Research and development | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | 598 | 243 | 1,767 | 643 |
Marketing and sales | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | 82 | 53 | 236 | 146 |
General and administrative | ||||
Share-based compensation expense included in costs and expenses: | ||||
Share-based compensation expense | $ 56 | $ 41 | $ 161 | $ 108 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 896 | $ 806 | $ 2,127 | $ 2,239 |
Other comprehensive income (loss): | ||||
Change in foreign currency translation adjustment, net of tax | (22) | (102) | (155) | (123) |
Change in unrealized gain/loss on available-for-sale investments and other, net of tax | (1) | (2) | 3 | 0 |
Comprehensive income | $ 873 | $ 702 | $ 1,975 | $ 2,116 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | ||
Net income | $ 2,127 | $ 2,239 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 1,402 | 810 |
Share-based compensation | 2,214 | 941 |
Deferred income taxes | (672) | (30) |
Tax benefit from share-based award activity | 1,155 | 1,354 |
Excess tax benefit from share-based award activity | (1,155) | (1,365) |
Other | 13 | (26) |
Changes in assets and liabilities: | ||
Accounts receivable | (405) | (264) |
Prepaid expenses and other current assets | (145) | (45) |
Other assets | 4 | (158) |
Accounts payable | 7 | 12 |
Partners payable | 40 | (22) |
Accrued expenses and other current liabilities | 291 | 198 |
Deferred revenue and deposits | (18) | 3 |
Other liabilities | 914 | 227 |
Net cash provided by operating activities | 5,772 | 3,874 |
Cash flows from investing activities | ||
Purchases of property and equipment | (1,831) | (1,314) |
Purchases of marketable securities | (10,333) | (6,215) |
Sales of marketable securities | 4,125 | 7,391 |
Maturities of marketable securities | 1,563 | 1,710 |
Acquisitions of businesses, net of cash acquired, and purchases of intangible assets | (309) | (754) |
Change in restricted cash and deposits | 77 | (113) |
Other investing activities, net | 0 | (2) |
Net cash (used in) provided by investing activities | (6,708) | 703 |
Cash flows from financing activities | ||
Taxes paid related to net share settlement | (20) | (3) |
Proceeds from exercise of stock options | 0 | 7 |
Principal payments on capital lease obligations | (107) | (199) |
Excess tax benefit from share-based award activity | 1,155 | 1,365 |
Net cash provided by financing activities | 1,028 | 1,170 |
Effect of exchange rate changes on cash and cash equivalents | (99) | (71) |
Net (decrease) increase in cash and cash equivalents | (7) | 5,676 |
Cash and cash equivalents at beginning of period | 4,315 | 3,323 |
Cash and cash equivalents at end of period | 4,308 | 8,999 |
Cash paid during the period for: | ||
Interest | 8 | 11 |
Income taxes, net | 199 | 101 |
Non-cash investing and financing activities: | ||
Net change in accounts payable, accrued expenses and other current liabilities, and other liabilities related to property and equipment additions | 107 | 38 |
Fair value of shares issued related to acquisitions of businesses | 0 | 1,368 |
Promissory note payable issued in connection with an acquisition | $ 198 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 . The condensed consolidated balance sheet as of December 31, 2014 included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. The condensed consolidated financial statements include the accounts of Facebook, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2015 . There have been no changes to our significant accounting policies described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 that have had a material impact on our condensed consolidated financial statements and related notes. Use of Estimates Conformity with GAAP requires the use of estimates and judgments that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, those related to revenue recognition, collectability of accounts receivable, contingent liabilities, fair value of financial instruments, fair value of acquired intangible assets and goodwill, useful lives of intangible assets and property and equipment, and income taxes. These estimates are based on management's knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ materially from those estimates. Recent Accounting Pronouncement In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which amends the existing accounting standards for revenue recognition. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which delays the effective date of ASU 2014-09 by one year. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. As such, the updated standard will be effective for us in the first quarter of 2018, with the option to adopt it in the first quarter of 2017. We are still evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions In the nine months ended September 30, 2015 , we completed several business acquisitions for total consideration of $488 million , primarily related to a business combination involving land and buildings adjacent to our headquarters in Menlo Park. Included in this amount is a $198 million promissory note payable issued in connection with this particular acquisition. This promissory note payable is classified under accrued expenses and other current liabilities in our condensed consolidated balance sheets. These acquisitions were not material to our condensed consolidated financial statements, either individually or in the aggregate. Accordingly, pro forma historical results of operations related to these business acquisitions during the nine months ended September 30, 2015 have not been presented. We have included the financial results of these business acquisitions in our condensed consolidated financial statements from their respective dates of acquisition. The following table summarizes the allocation of the total consideration transferred during the nine months ended September 30, 2015 , including the related useful lives, where applicable: (in millions) Useful lives (in years) Finite-lived intangible assets: Acquired technology $ 30 3 Other 5 3 Land acquired 379 Other net tangible assets acquired 12 Deferred tax assets, net 19 Net assets acquired $ 445 Goodwill 43 Total fair value consideration $ 488 Goodwill generated from all business acquisitions completed during the nine months ended September 30, 2015 is primarily attributable to expected synergies from future growth and potential monetization opportunities. The amount of goodwill generated during this period that is deductible for tax purposes is not material. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share We compute earnings per share (EPS) of Class A and Class B common stock using the two-class method required for participating securities. We consider restricted stock awards to be participating securities because holders of such shares have non-forfeitable dividend rights in the event of our declaration of a dividend for common shares. Undistributed earnings allocated to participating securities are subtracted from net income in determining net income attributable to common stockholders. Basic EPS is computed by dividing net income attributable to common stockholders by the weighted-average number of shares of our Class A and Class B common stock outstanding, adjusted for outstanding shares that are subject to repurchase. For the calculation of diluted EPS, net income attributable to common stockholders for basic EPS is adjusted by the effect of dilutive securities, including awards under our equity compensation plans and inducement awards under a separate non-plan RSU award agreement. In addition, the computation of the diluted EPS of Class A common stock assumes the conversion of our Class B common stock to Class A common stock, while the diluted EPS of Class B common stock does not assume the conversion of those shares to Class A common stock. Diluted EPS attributable to common stockholders is computed by dividing the resulting net income attributable to common stockholders by the weighted-average number of fully diluted common shares outstanding. Basic and dilutive securities in our basic and diluted EPS calculation for the three and nine months ended September 30, 2015 and 2014 do not include contingent earn-out shares. Issuance of these earn-out shares is dependent upon the completion of certain milestones. These milestones have not been met as of September 30, 2015 and accordingly, these shares have been excluded from the effect of basic and dilutive securities. The restricted stock units (RSUs) excluded from the EPS calculation were not material for the three and nine months ended September 30, 2015 and 2014 . Basic and diluted EPS are the same for each class of common stock because they are entitled to the same liquidation and dividend rights. The numerators and denominators of the basic and diluted EPS computations for our common stock are calculated as follows (in millions, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Class A Class B Class A Class B Class A Class B Class A Class B Basic EPS: Numerator Net income $ 719 $ 177 $ 632 $ 174 $ 1,705 $ 422 $ 1,747 $ 492 Less: Net income attributable to participating securities 4 1 3 1 9 3 8 2 Net income attributable to common stockholders $ 715 $ 176 $ 629 $ 173 $ 1,696 $ 419 $ 1,739 $ 490 Denominator Weighted average shares outstanding 2,264 558 2,032 567 2,253 559 2,006 570 Less: Shares subject to repurchase 10 4 4 8 11 5 5 6 Number of shares used for basic EPS computation 2,254 554 2,028 559 2,242 554 2,001 564 Basic EPS $ 0.32 $ 0.32 $ 0.31 $ 0.31 $ 0.76 $ 0.76 $ 0.87 $ 0.87 Diluted EPS: Numerator Net income attributable to common stockholders $ 715 $ 176 $ 629 $ 173 $ 1,696 $ 419 $ 1,739 $ 490 Reallocation of net income attributable to participating securities 5 — 4 — 12 — 10 — Reallocation of net income as a result of conversion of Class B to Class A common stock 176 — 173 — 419 — 490 — Reallocation of net income to Class B common stock — 3 — 7 — 10 — 18 Net income attributable to common stockholders for diluted EPS $ 896 $ 179 $ 806 $ 180 $ 2,127 $ 429 $ 2,239 $ 508 Denominator Number of shares used for basic EPS computation 2,254 554 2,028 559 2,242 554 2,001 564 Conversion of Class B to Class A common stock 554 — 559 — 554 — 564 — Weighted average effect of dilutive securities: Employee stock options 7 7 13 13 8 8 13 13 RSUs 42 8 36 14 39 10 32 13 Shares subject to repurchase 6 2 8 5 5 2 6 3 Number of shares used for diluted EPS computation 2,863 571 2,644 591 2,848 574 2,616 593 Diluted EPS $ 0.31 $ 0.31 $ 0.30 $ 0.30 $ 0.75 $ 0.75 $ 0.86 $ 0.86 |
Cash and Cash Equivalents, and
Cash and Cash Equivalents, and Marketable Securities | 9 Months Ended |
Sep. 30, 2015 | |
Cash and Cash Equivalents, and Marketable Securities [Abstract] | |
Cash and Cash Equivalents, and Marketable Securities | Cash and Cash Equivalents, and Marketable Securities The following table sets forth the cash and cash equivalents, and marketable securities (in millions): September 30, 2015 December 31, 2014 Cash and cash equivalents: Cash $ 2,687 $ 2,162 Money market funds 1,621 2,153 Total cash and cash equivalents 4,308 4,315 Marketable securities: U.S. government securities 4,924 2,830 U.S. government agency securities 4,389 2,710 Corporate debt securities 2,213 1,344 Total marketable securities 11,526 6,884 Total cash and cash equivalents, and marketable securities $ 15,834 $ 11,199 The gross unrealized gains or losses on our marketable securities as of September 30, 2015 and December 31, 2014 were not significant. In addition, the gross unrealized loss that had been in a continuous loss position for 12 months or longer was not significant as of September 30, 2015 . There was no such loss as of December 31, 2014 . As of September 30, 2015, we considered the decreases in market value on our marketable securities to be temporary in nature and did not consider any of our investments to be other-than-temporarily impaired. The following table classifies our marketable securities by contractual maturities (in millions): September 30, 2015 Due in one year $ 5,822 Due in one to two years 5,704 Total $ 11,526 |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following table summarizes, for assets or liabilities measured at fair value, the respective fair value and the classification by level of input within the fair value hierarchy (in millions): Fair Value Measurement at Reporting Date Using Description September 30, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 1,621 $ 1,621 $ — $ — Marketable securities: U.S. government securities 4,924 4,924 — — U.S. government agency securities 4,389 4,389 — — Corporate debt securities 2,213 — 2,213 — Total cash equivalents and marketable securities $ 13,147 $ 10,934 $ 2,213 $ — Other liabilities: Contingent consideration liability $ 225 $ — $ — $ 225 Fair Value Measurement at Reporting Date Using Description December 31, 2014 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 2,153 $ 2,153 $ — $ — Marketable securities: U.S. government securities 2,830 2,830 — — U.S. government agency securities 2,710 2,710 — — Corporate debt securities 1,344 — 1,344 — Total cash equivalents and marketable securities $ 9,037 $ 7,693 $ 1,344 $ — Other liabilities: Contingent consideration liability $ 191 $ — $ — $ 191 We classify our cash equivalents and marketable securities within Level 1 or Level 2 because we use quoted market prices or alternative pricing sources and models utilizing market observable inputs to determine their fair value. We classify our contingent consideration liability in connection with an acquisition in 2014 within Level 3 as factors used to develop the estimated fair value are unobservable inputs that are not supported by market activity. We estimate the fair value of our contingent consideration liability based on the present value of probability-weighted future cash flows related to the contingent earn-out criteria and the fair value of our common stock on each reporting date. Changes in the fair value of the contingent consideration liability subsequent to the acquisition date, such as changes in the probability assessment and the fair value of our common stock, are recognized in earnings in the period when the change in the estimated fair value occurs. During the three and nine months ended September 30, 2015 , we recognized an increase in the fair value of our contingent consideration liability of $12 million and $34 million , respectively, in research and development expense in our condensed consolidated statements of income, primarily due to an increase in the fair value of our common stock. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following (in millions): September 30, December 31, Land $ 583 $ 153 Buildings 2,184 1,420 Leasehold improvements 409 304 Network equipment 3,437 3,020 Computer software, office equipment and other 220 149 Construction in progress 537 738 Total 7,370 5,784 Less: Accumulated depreciation (2,035 ) (1,817 ) Property and equipment, net $ 5,335 $ 3,967 Construction in progress includes costs primarily related to construction of data centers and network equipment infrastructure to support our data centers around the world. No interest was capitalized during the three and nine months ended September 30, 2015 and 2014 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 are as follows (in millions): Balance as of December 31, 2014 $ 17,981 Goodwill acquired 43 Balance as of September 30, 2015 $ 18,024 Intangible assets consist of the following (in millions): September 30, 2015 December 31, 2014 Useful lives from date of acquisitions (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Finite-lived intangible assets: Acquired users 3 - 7 $ 2,056 $ (308 ) $ 1,748 $ 2,056 $ (85 ) $ 1,971 Acquired technology 2 - 10 843 (273 ) 570 813 (144 ) 669 Acquired patents 2 - 18 785 (309 ) 476 773 (239 ) 534 Trade names 2 - 7 632 (134 ) 498 632 (46 ) 586 Other 2 - 10 169 (84 ) 85 164 (55 ) 109 Total finite-lived intangible assets $ 4,485 $ (1,108 ) $ 3,377 $ 4,438 $ (569 ) $ 3,869 Indefinite-lived intangible assets: In-process research and development (IPR&D) $ 60 $ — $ 60 $ 60 $ — $ 60 Total intangible assets $ 4,545 $ (1,108 ) $ 3,437 $ 4,498 $ (569 ) $ 3,929 As of September 30, 2015 , technological feasibility has not been established for our IPR&D intangible assets. They have no alternative future use and, as such, continue to be accounted for as indefinite-lived intangible assets. Amortization expense of intangible assets was $180 million and $539 million for the three and nine months ended September 30, 2015 , respectively, and $59 million and $141 million for the three and nine months ended September 30, 2014 , respectively. As of September 30, 2015 , expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter is as follows (in millions): The remainder of 2015 $ 180 2016 705 2017 661 2018 605 2019 521 Thereafter 705 Total $ 3,377 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt In August 2013, we entered into a five -year senior unsecured revolving credit facility (2013 Revolving Credit Facility) that allows us to borrow up to $6.5 billion to fund working capital and general corporate purposes with interest payable on the borrowed amounts set at LIBOR plus 1.0% , as well as an annual commitment fee of 0.10% on the daily undrawn balance of the facility. We paid origination fees at closing of the 2013 Revolving Credit Facility, which fees are being amortized over the term of the facility. Any amounts outstanding under this facility will be due and payable on August 15, 2018. As of September 30, 2015 , no amounts had been drawn down, and we were in compliance with the covenants under this facility. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Leases We entered into various capital lease arrangements to obtain property and equipment for our operations. Additionally, on occasion we have purchased property and equipment for which we have subsequently obtained capital financing under sale-leaseback transactions. These agreements are typically for three years , except for a building lease which is for 15 years , with interest rates ranging from 1% to 13% . The leases are secured by the underlying leased buildings, leasehold improvements, and equipment. We have also entered into various non-cancelable operating lease agreements for certain of our offices, equipment, land, and data centers with original lease periods expiring between 2015 and 2032 . We are committed to pay a portion of the related actual operating expenses under certain of these lease agreements. Certain of these arrangements have free rent periods or escalating rent payment provisions, and we recognize rent expense under such arrangements on a straight-line basis. Operating lease expense was $47 million and $127 million for the three and nine months ended September 30, 2015 , respectively, and $31 million and $94 million for the three and nine months ended September 30, 2014 , respectively. Contingencies Legal Matters Beginning on May 22, 2012, multiple putative class actions, derivative actions, and individual actions were filed in state and federal courts in the United States and in other jurisdictions against us, our directors, and/or certain of our officers alleging violation of securities laws or breach of fiduciary duties in connection with our initial public offering (IPO) and seeking unspecified damages. We believe these lawsuits are without merit, and we intend to continue to vigorously defend them. The vast majority of the cases in the United States, along with multiple cases filed against The NASDAQ OMX Group, Inc. and The Nasdaq Stock Market LLC (collectively referred to herein as NASDAQ) alleging technical and other trading-related errors by NASDAQ in connection with our IPO, were ordered centralized for coordinated or consolidated pre-trial proceedings in the U.S. District Court for the Southern District of New York. In a series of rulings in 2013 and 2014, the court denied our motion to dismiss the consolidated securities class action and granted our motions to dismiss the derivative actions against our directors and certain of our officers. On July 24, 2015, the court of appeals affirmed the dismissal of the derivative actions. On October 7, 2015, the court heard argument on plaintiffs' motion for class certification in the consolidated securities action. In addition, the events surrounding our IPO became the subject of various state and federal government inquiries. In May 2014, the Securities and Exchange Commission (SEC) notified us that it had terminated its inquiry and that no enforcement action had been recommended by the SEC. We are also party to various legal proceedings and claims that arise in the ordinary course of business. With respect to our outstanding legal matters, we believe that the amount or estimable range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. However, the outcome of litigation is inherently uncertain. Therefore, if one or more of these legal matters were resolved against us for amounts in excess of management's expectations, our results of operations and financial condition, including in a particular reporting period, could be materially adversely affected. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Share-based Compensation Plans We maintain two share-based employee compensation plans: the 2012 Equity Incentive Plan (2012 Plan) and the 2005 Stock Plan (collectively, Stock Plans). Our 2012 Plan serves as the successor to our 2005 Stock Plan and provides for the issuance of incentive and nonstatutory stock options, restricted stock awards, stock appreciation rights, RSUs, performance shares and stock bonuses to qualified employees, directors and consultants. Outstanding awards under the 2005 Stock Plan continue to be subject to the terms and conditions of the 2005 Stock Plan. We initially reserved 25,000,000 shares of our Class A common stock for issuance under our 2012 Plan. The number of shares reserved for issuance under our 2012 Plan increases automatically on the first day of January of each of 2013 through 2022 by a number of shares of Class A common stock equal to the lesser of (i) 2.5% of the total outstanding shares of our common stock as of the immediately preceding December 31st or (ii) a number of shares determined by the board of directors. Our board of directors elected not to increase the number of shares reserved for issuance in 2015. In addition, shares available for grant under the 2005 Stock Plan, which were reserved but not issued, forfeited or repurchased at their original issue price, or subject to outstanding awards under the 2005 Stock Plan as of the effective date of our IPO, were added to the reserves of the 2012 Plan. The maximum term for stock options granted under the 2012 Plan may not exceed ten years from the date of grant. Our 2012 Plan will terminate ten years from the date of approval unless it is terminated earlier by our board of directors or committee thereof. The following table summarizes the activities of stock option awards under the Stock Plans for the nine months ended September 30, 2015 : Shares Subject to Options Outstanding Number of Shares Weighted Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (1) (in thousands) (in years) (in millions) Balance as of December 31, 2014 12,984 $ 4.78 Stock options exercised (3,512 ) 0.50 Balance as of September 30, 2015 9,472 $ 6.37 3.53 $ 791 Stock options vested and expected to vest as of September 30, 2015 9,469 $ 6.37 3.53 $ 791 Stock options exercisable as of September 30, 2015 7,043 $ 4.30 3.05 $ 603 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the official closing price of our Class A common stock, as reported on the NASDAQ Global Select Market, of $89.90 on September 30, 2015 . The following table summarizes the activities for our unvested RSUs for the nine months ended September 30, 2015 : Unvested RSUs (1) Number of Shares Weighted Average Grant Date Fair Value (in thousands) Unvested at December 31, 2014 138,055 $ 55.89 Granted 28,164 79.85 Vested (28,455 ) 41.55 Forfeited (5,625 ) 49.50 Unvested at September 30, 2015 132,139 $ 64.36 (1) Unvested shares include inducement awards issued in connection with an acquisition in 2014 and are subject to the terms, restrictions, and conditions of a separate non-plan RSU award agreement. The fair value as of the respective vesting dates of RSUs that vested during the three and nine months ended September 30, 2015 was $894 million and $2.38 billion , respectively, and $652 million and $2.19 billion , respectively, during the three and nine months ended September 30, 2014 . As of September 30, 2015 , there was $7.70 billion of unrecognized share-based compensation expense, of which $7.06 billion is related to RSUs and $643 million is related to restricted shares, shares with performance conditions related to our contingent consideration liability, and stock options. This unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately three years . |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items arising in that quarter. In each quarter, we update our estimate of the annual effective tax rate, and if our estimated annual tax rate changes, we make a cumulative adjustment in that quarter. Our quarterly tax provision, and our quarterly estimate of our annual effective tax rate, are subject to significant volatility due to several factors, including our ability to accurately predict our income (loss) before provision for income taxes in multiple jurisdictions, including the portions of our share-based compensation that will not generate tax benefits, and the effects of acquisitions and the integration of those acquisitions. In addition, our effective tax rate can be more or less volatile based on the amount of income before provision for income taxes. Our effective tax rate has exceeded the United States statutory rate primarily because of the impact of acquiring intellectual property and integrating it into our business and the effect of non-deductible share-based compensation. Our effective tax rate in the future will depend on the portion of our profits earned within and outside the United States, which will also be affected by our methodologies for valuing our intellectual property and intercompany transactions. On July 27, 2015, the United States Tax Court issued an opinion in Altera Corp. v. Commissioner related to the treatment of share-based compensation expense in an intercompany cost-sharing arrangement. This opinion concluded that related parties in a cost-sharing arrangement are not required to share share-based compensation. A final decision has yet to be issued by the Tax Court, and this decision may be appealed by the Commissioner. The impact of the conclusions stated by the Tax Court in its opinion was not material to our condensed consolidated financial statements. We are subject to taxation in the United States and various other state and foreign jurisdictions. The material jurisdictions in which we are subject to potential examination include the United States and Ireland. We are under examination by the Internal Revenue Service (IRS) for our 2008 through 2010 tax years. We believe that adequate amounts have been reserved for any adjustments that may ultimately result from these examinations, and we do not anticipate a significant impact to our gross unrecognized tax benefits within the next 12 months related to these years. Our 2011 and future years remain open to examination by the IRS. Our 2010 and future years remain open to examination in Ireland. Our gross unrecognized tax benefits were $2.58 billion and $1.68 billion as of September 30, 2015 and December 31, 2014 , respectively. If the gross unrecognized tax benefits as of September 30, 2015 were realized in a subsequent period, this would result in a tax benefit of $2.01 billion within our provision of income taxes at such time. Our existing tax positions will continue to generate an increase in unrecognized tax benefits in subsequent periods. Although the timing of the resolution, settlement, and closure of any audits is highly uncertain, it is reasonably possible that the balance of gross unrecognized tax benefits could significantly change in the next 12 months. However, given the number of years remaining that are subject to examination, we are unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. |
Geographical Information
Geographical Information | 9 Months Ended |
Sep. 30, 2015 | |
Segments, Geographical Areas [Abstract] | |
Geographical Information | Geographical Information Revenue by geography is based on the billing address of the marketer or developer. The following tables set forth revenue and property and equipment, net by geographic area (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue: United States $ 2,166 $ 1,468 $ 5,699 $ 3,857 Rest of the world (1) 2,335 1,735 6,388 4,758 Total revenue $ 4,501 $ 3,203 $ 12,087 $ 8,615 (1) No individual country, other than disclosed above, exceeded 10% of our total revenue for any period presented. September 30, December 31, Property and equipment, net: United States $ 4,295 $ 3,256 Sweden 660 514 Rest of the world 380 197 Total property and equipment, net $ 5,335 $ 3,967 |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 . The condensed consolidated balance sheet as of December 31, 2014 included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. The condensed consolidated financial statements include the accounts of Facebook, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2015 . There have been no changes to our significant accounting policies described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 that have had a material impact on our condensed consolidated financial statements and related notes. |
Use of Estimates | Use of Estimates Conformity with GAAP requires the use of estimates and judgments that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, those related to revenue recognition, collectability of accounts receivable, contingent liabilities, fair value of financial instruments, fair value of acquired intangible assets and goodwill, useful lives of intangible assets and property and equipment, and income taxes. These estimates are based on management's knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ materially from those estimates. |
New Accounting Pronouncement | Recent Accounting Pronouncement In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which amends the existing accounting standards for revenue recognition. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which delays the effective date of ASU 2014-09 by one year. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. As such, the updated standard will be effective for us in the first quarter of 2018, with the option to adopt it in the first quarter of 2017. We are still evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, Total Consideration Transferred | The following table summarizes the allocation of the total consideration transferred during the nine months ended September 30, 2015 , including the related useful lives, where applicable: (in millions) Useful lives (in years) Finite-lived intangible assets: Acquired technology $ 30 3 Other 5 3 Land acquired 379 Other net tangible assets acquired 12 Deferred tax assets, net 19 Net assets acquired $ 445 Goodwill 43 Total fair value consideration $ 488 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Numerators and Denominators of Basic and Diluted EPS Computations for Common Stock | The numerators and denominators of the basic and diluted EPS computations for our common stock are calculated as follows (in millions, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Class A Class B Class A Class B Class A Class B Class A Class B Basic EPS: Numerator Net income $ 719 $ 177 $ 632 $ 174 $ 1,705 $ 422 $ 1,747 $ 492 Less: Net income attributable to participating securities 4 1 3 1 9 3 8 2 Net income attributable to common stockholders $ 715 $ 176 $ 629 $ 173 $ 1,696 $ 419 $ 1,739 $ 490 Denominator Weighted average shares outstanding 2,264 558 2,032 567 2,253 559 2,006 570 Less: Shares subject to repurchase 10 4 4 8 11 5 5 6 Number of shares used for basic EPS computation 2,254 554 2,028 559 2,242 554 2,001 564 Basic EPS $ 0.32 $ 0.32 $ 0.31 $ 0.31 $ 0.76 $ 0.76 $ 0.87 $ 0.87 Diluted EPS: Numerator Net income attributable to common stockholders $ 715 $ 176 $ 629 $ 173 $ 1,696 $ 419 $ 1,739 $ 490 Reallocation of net income attributable to participating securities 5 — 4 — 12 — 10 — Reallocation of net income as a result of conversion of Class B to Class A common stock 176 — 173 — 419 — 490 — Reallocation of net income to Class B common stock — 3 — 7 — 10 — 18 Net income attributable to common stockholders for diluted EPS $ 896 $ 179 $ 806 $ 180 $ 2,127 $ 429 $ 2,239 $ 508 Denominator Number of shares used for basic EPS computation 2,254 554 2,028 559 2,242 554 2,001 564 Conversion of Class B to Class A common stock 554 — 559 — 554 — 564 — Weighted average effect of dilutive securities: Employee stock options 7 7 13 13 8 8 13 13 RSUs 42 8 36 14 39 10 32 13 Shares subject to repurchase 6 2 8 5 5 2 6 3 Number of shares used for diluted EPS computation 2,863 571 2,644 591 2,848 574 2,616 593 Diluted EPS $ 0.31 $ 0.31 $ 0.30 $ 0.30 $ 0.75 $ 0.75 $ 0.86 $ 0.86 |
Cash and Cash Equivalents, an22
Cash and Cash Equivalents, and Marketable Securities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Cash and Cash Equivalents, and Marketable Securities [Abstract] | |
Cash and Cash Equivalents, and Marketable Securities | The following table sets forth the cash and cash equivalents, and marketable securities (in millions): September 30, 2015 December 31, 2014 Cash and cash equivalents: Cash $ 2,687 $ 2,162 Money market funds 1,621 2,153 Total cash and cash equivalents 4,308 4,315 Marketable securities: U.S. government securities 4,924 2,830 U.S. government agency securities 4,389 2,710 Corporate debt securities 2,213 1,344 Total marketable securities 11,526 6,884 Total cash and cash equivalents, and marketable securities $ 15,834 $ 11,199 |
Marketable Securities by Contractual Maturities | The following table classifies our marketable securities by contractual maturities (in millions): September 30, 2015 Due in one year $ 5,822 Due in one to two years 5,704 Total $ 11,526 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes, for assets or liabilities measured at fair value, the respective fair value and the classification by level of input within the fair value hierarchy (in millions): Fair Value Measurement at Reporting Date Using Description September 30, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 1,621 $ 1,621 $ — $ — Marketable securities: U.S. government securities 4,924 4,924 — — U.S. government agency securities 4,389 4,389 — — Corporate debt securities 2,213 — 2,213 — Total cash equivalents and marketable securities $ 13,147 $ 10,934 $ 2,213 $ — Other liabilities: Contingent consideration liability $ 225 $ — $ — $ 225 Fair Value Measurement at Reporting Date Using Description December 31, 2014 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 2,153 $ 2,153 $ — $ — Marketable securities: U.S. government securities 2,830 2,830 — — U.S. government agency securities 2,710 2,710 — — Corporate debt securities 1,344 — 1,344 — Total cash equivalents and marketable securities $ 9,037 $ 7,693 $ 1,344 $ — Other liabilities: Contingent consideration liability $ 191 $ — $ — $ 191 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following (in millions): September 30, December 31, Land $ 583 $ 153 Buildings 2,184 1,420 Leasehold improvements 409 304 Network equipment 3,437 3,020 Computer software, office equipment and other 220 149 Construction in progress 537 738 Total 7,370 5,784 Less: Accumulated depreciation (2,035 ) (1,817 ) Property and equipment, net $ 5,335 $ 3,967 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 are as follows (in millions): Balance as of December 31, 2014 $ 17,981 Goodwill acquired 43 Balance as of September 30, 2015 $ 18,024 |
Schedule of Finite-Lived Intangible Assets | Intangible assets consist of the following (in millions): September 30, 2015 December 31, 2014 Useful lives from date of acquisitions (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Finite-lived intangible assets: Acquired users 3 - 7 $ 2,056 $ (308 ) $ 1,748 $ 2,056 $ (85 ) $ 1,971 Acquired technology 2 - 10 843 (273 ) 570 813 (144 ) 669 Acquired patents 2 - 18 785 (309 ) 476 773 (239 ) 534 Trade names 2 - 7 632 (134 ) 498 632 (46 ) 586 Other 2 - 10 169 (84 ) 85 164 (55 ) 109 Total finite-lived intangible assets $ 4,485 $ (1,108 ) $ 3,377 $ 4,438 $ (569 ) $ 3,869 Indefinite-lived intangible assets: In-process research and development (IPR&D) $ 60 $ — $ 60 $ 60 $ — $ 60 Total intangible assets $ 4,545 $ (1,108 ) $ 3,437 $ 4,498 $ (569 ) $ 3,929 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets consist of the following (in millions): September 30, 2015 December 31, 2014 Useful lives from date of acquisitions (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Finite-lived intangible assets: Acquired users 3 - 7 $ 2,056 $ (308 ) $ 1,748 $ 2,056 $ (85 ) $ 1,971 Acquired technology 2 - 10 843 (273 ) 570 813 (144 ) 669 Acquired patents 2 - 18 785 (309 ) 476 773 (239 ) 534 Trade names 2 - 7 632 (134 ) 498 632 (46 ) 586 Other 2 - 10 169 (84 ) 85 164 (55 ) 109 Total finite-lived intangible assets $ 4,485 $ (1,108 ) $ 3,377 $ 4,438 $ (569 ) $ 3,869 Indefinite-lived intangible assets: In-process research and development (IPR&D) $ 60 $ — $ 60 $ 60 $ — $ 60 Total intangible assets $ 4,545 $ (1,108 ) $ 3,437 $ 4,498 $ (569 ) $ 3,929 |
Estimated Amortization Expense for Unamortized Acquired Intangible Assets | As of September 30, 2015 , expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter is as follows (in millions): The remainder of 2015 $ 180 2016 705 2017 661 2018 605 2019 521 Thereafter 705 Total $ 3,377 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stock Option Activity under Stock Plans | The following table summarizes the activities of stock option awards under the Stock Plans for the nine months ended September 30, 2015 : Shares Subject to Options Outstanding Number of Shares Weighted Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (1) (in thousands) (in years) (in millions) Balance as of December 31, 2014 12,984 $ 4.78 Stock options exercised (3,512 ) 0.50 Balance as of September 30, 2015 9,472 $ 6.37 3.53 $ 791 Stock options vested and expected to vest as of September 30, 2015 9,469 $ 6.37 3.53 $ 791 Stock options exercisable as of September 30, 2015 7,043 $ 4.30 3.05 $ 603 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the official closing price of our Class A common stock, as reported on the NASDAQ Global Select Market, of $89.90 on September 30, 2015 . |
Restricted Stock Units Award Activity | The following table summarizes the activities for our unvested RSUs for the nine months ended September 30, 2015 : Unvested RSUs (1) Number of Shares Weighted Average Grant Date Fair Value (in thousands) Unvested at December 31, 2014 138,055 $ 55.89 Granted 28,164 79.85 Vested (28,455 ) 41.55 Forfeited (5,625 ) 49.50 Unvested at September 30, 2015 132,139 $ 64.36 (1) Unvested shares include inducement awards issued in connection with an acquisition in 2014 and are subject to the terms, restrictions, and conditions of a separate non-plan RSU award agreement. |
Geographical Information (Table
Geographical Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segments, Geographical Areas [Abstract] | |
Revenue and Property and Equipment by Geographic Area | Revenue by geography is based on the billing address of the marketer or developer. The following tables set forth revenue and property and equipment, net by geographic area (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue: United States $ 2,166 $ 1,468 $ 5,699 $ 3,857 Rest of the world (1) 2,335 1,735 6,388 4,758 Total revenue $ 4,501 $ 3,203 $ 12,087 $ 8,615 (1) No individual country, other than disclosed above, exceeded 10% of our total revenue for any period presented. September 30, December 31, Property and equipment, net: United States $ 4,295 $ 3,256 Sweden 660 514 Rest of the world 380 197 Total property and equipment, net $ 5,335 $ 3,967 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||
Notes payable issued in connection with acquisition | $ 198 | $ 0 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Goodwill | 18,024 | $ 17,981 | |
Series of Individually Immaterial Business Acquisitions | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Land acquired | 379 | ||
Other net tangible assets acquired | 12 | ||
Deferred tax assets, net | 19 | ||
Net assets acquired | 445 | ||
Goodwill | 43 | ||
Total fair value consideration | 488 | ||
Series of Individually Immaterial Business Acquisitions | Acquired Technology | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Finite-lived intangible assets | $ 30 | ||
Finite-lived intangible assets - Useful life (in years) | 3 years | ||
Series of Individually Immaterial Business Acquisitions | Other | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Finite-lived intangible assets | $ 5 | ||
Finite-lived intangible assets - Useful life (in years) | 3 years |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Numerator | ||||
Net income | $ 896 | $ 806 | $ 2,127 | $ 2,239 |
Less: Net income attributable to participating securities | 5 | 4 | 12 | 10 |
Net income attributable to common stockholders | $ 891 | $ 802 | $ 2,115 | $ 2,229 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 2,808 | 2,587 | 2,796 | 2,565 |
Basic EPS (in dollars per share) | $ 0.32 | $ 0.31 | $ 0.76 | $ 0.87 |
Numerator | ||||
Net income attributable to common stockholders | $ 891 | $ 802 | $ 2,115 | $ 2,229 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 2,808 | 2,587 | 2,796 | 2,565 |
Number of shares used for diluted EPS computation (in shares) | 2,863 | 2,644 | 2,848 | 2,616 |
Diluted EPS (in dollars per share) | $ 0.31 | $ 0.30 | $ 0.75 | $ 0.86 |
Class A Common Stock | ||||
Numerator | ||||
Net income | $ 719 | $ 632 | $ 1,705 | $ 1,747 |
Less: Net income attributable to participating securities | 4 | 3 | 9 | 8 |
Net income attributable to common stockholders | $ 715 | $ 629 | $ 1,696 | $ 1,739 |
Denominator | ||||
Weighted average shares outstanding (in shares) | 2,264 | 2,032 | 2,253 | 2,006 |
Less: Shares subject to repurchase (in shares) | 10 | 4 | 11 | 5 |
Number of shares used for basic EPS computation (in shares) | 2,254 | 2,028 | 2,242 | 2,001 |
Basic EPS (in dollars per share) | $ 0.32 | $ 0.31 | $ 0.76 | $ 0.87 |
Numerator | ||||
Net income attributable to common stockholders | $ 715 | $ 629 | $ 1,696 | $ 1,739 |
Reallocation of net income attributable to participating securities | 5 | 4 | 12 | 10 |
Reallocation of net income as a result of conversion of Class B to Class A common stock | 176 | 173 | 419 | 490 |
Reallocation of net income to Class B common stock | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders for diluted EPS | $ 896 | $ 806 | $ 2,127 | $ 2,239 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 2,254 | 2,028 | 2,242 | 2,001 |
Conversion of Class B to Class A common stock (in shares) | 554 | 559 | 554 | 564 |
Shares subject to repurchase (in shares) | 6 | 8 | 5 | 6 |
Number of shares used for diluted EPS computation (in shares) | 2,863 | 2,644 | 2,848 | 2,616 |
Diluted EPS (in dollars per share) | $ 0.31 | $ 0.30 | $ 0.75 | $ 0.86 |
Class A Common Stock | Employee Stock Options | ||||
Denominator | ||||
Share based payment arrangements (in shares) | 7 | 13 | 8 | 13 |
Class A Common Stock | Restricted Stock Units (RSUs) | ||||
Denominator | ||||
Share based payment arrangements (in shares) | 42 | 36 | 39 | 32 |
Class B Common Stock | ||||
Numerator | ||||
Net income | $ 177 | $ 174 | $ 422 | $ 492 |
Less: Net income attributable to participating securities | 1 | 1 | 3 | 2 |
Net income attributable to common stockholders | $ 176 | $ 173 | $ 419 | $ 490 |
Denominator | ||||
Weighted average shares outstanding (in shares) | 558 | 567 | 559 | 570 |
Less: Shares subject to repurchase (in shares) | 4 | 8 | 5 | 6 |
Number of shares used for basic EPS computation (in shares) | 554 | 559 | 554 | 564 |
Basic EPS (in dollars per share) | $ 0.32 | $ 0.31 | $ 0.76 | $ 0.87 |
Numerator | ||||
Net income attributable to common stockholders | $ 176 | $ 173 | $ 419 | $ 490 |
Reallocation of net income attributable to participating securities | 0 | 0 | 0 | 0 |
Reallocation of net income as a result of conversion of Class B to Class A common stock | 0 | 0 | 0 | 0 |
Reallocation of net income to Class B common stock | 3 | 7 | 10 | 18 |
Net income attributable to common stockholders for diluted EPS | $ 179 | $ 180 | $ 429 | $ 508 |
Denominator | ||||
Number of shares used for basic EPS computation (in shares) | 554 | 559 | 554 | 564 |
Conversion of Class B to Class A common stock (in shares) | 0 | 0 | 0 | 0 |
Shares subject to repurchase (in shares) | 2 | 5 | 2 | 3 |
Number of shares used for diluted EPS computation (in shares) | 571 | 591 | 574 | 593 |
Diluted EPS (in dollars per share) | $ 0.31 | $ 0.30 | $ 0.75 | $ 0.86 |
Class B Common Stock | Employee Stock Options | ||||
Denominator | ||||
Share based payment arrangements (in shares) | 7 | 13 | 8 | 13 |
Class B Common Stock | Restricted Stock Units (RSUs) | ||||
Denominator | ||||
Share based payment arrangements (in shares) | 8 | 14 | 10 | 13 |
Cash and Cash Equivalents, an30
Cash and Cash Equivalents, and Marketable Securities (Details) $ in Millions | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($)security | Sep. 30, 2014USD ($) | Dec. 31, 2013USD ($) |
Cash and Cash Equivalents, and Marketable Securities | ||||
Cash | $ 2,687 | $ 2,162 | ||
Money market funds | 1,621 | 2,153 | ||
Total cash and cash equivalents | 4,308 | 4,315 | $ 8,999 | $ 3,323 |
Marketable securities | 11,526 | 6,884 | ||
Total cash and cash equivalents, and marketable securities | 15,834 | $ 11,199 | ||
Number of securities in a continuous loss position for 12 months or longer | security | 0 | |||
U.S. government securities | ||||
Cash and Cash Equivalents, and Marketable Securities | ||||
Marketable securities | 4,924 | $ 2,830 | ||
U.S. government agency securities | ||||
Cash and Cash Equivalents, and Marketable Securities | ||||
Marketable securities | 4,389 | 2,710 | ||
Corporate debt securities | ||||
Cash and Cash Equivalents, and Marketable Securities | ||||
Marketable securities | $ 2,213 | $ 1,344 |
Cash and Cash Equivalents, an31
Cash and Cash Equivalents, and Marketable Securities - Contractual Maturities of Debt Securities (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Cash and Cash Equivalents, and Marketable Securities [Abstract] | ||
Due in one year | $ 5,822 | |
Due in one to two years | 5,704 | |
Total marketable securities | $ 11,526 | $ 6,884 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | $ 11,526 | $ 11,526 | $ 6,884 |
Change in fair value of contingent consideration liability | 12 | 34 | |
U.S. government securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 4,924 | 4,924 | 2,830 |
U.S. government agency securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 4,389 | 4,389 | 2,710 |
Corporate debt securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 2,213 | 2,213 | 1,344 |
Fair Value, Measurements, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Total cash equivalents and marketable securities | 13,147 | 13,147 | 9,037 |
Contingent consideration liability | 225 | 225 | 191 |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Total cash equivalents and marketable securities | 10,934 | 10,934 | 7,693 |
Contingent consideration liability | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Total cash equivalents and marketable securities | 2,213 | 2,213 | 1,344 |
Contingent consideration liability | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Total cash equivalents and marketable securities | 0 | 0 | 0 |
Contingent consideration liability | 225 | 225 | 191 |
Fair Value, Measurements, Recurring | U.S. government securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 4,924 | 4,924 | 2,830 |
Fair Value, Measurements, Recurring | U.S. government securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 4,924 | 4,924 | 2,830 |
Fair Value, Measurements, Recurring | U.S. government securities | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government securities | Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government agency securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 4,389 | 4,389 | 2,710 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 4,389 | 4,389 | 2,710 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | U.S. government agency securities | Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | Corporate debt securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 2,213 | 2,213 | 1,344 |
Fair Value, Measurements, Recurring | Corporate debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | Corporate debt securities | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 2,213 | 2,213 | 1,344 |
Fair Value, Measurements, Recurring | Corporate debt securities | Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Marketable securities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Cash equivalents | 1,621 | 1,621 | 2,153 |
Fair Value, Measurements, Recurring | Money market funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Cash equivalents | 1,621 | 1,621 | 2,153 |
Fair Value, Measurements, Recurring | Money market funds | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Cash equivalents | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | Money market funds | Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |||
Cash equivalents | $ 0 | $ 0 | $ 0 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment | |||||
Property and equipment, gross | $ 7,370,000,000 | $ 7,370,000,000 | $ 5,784,000,000 | ||
Less: Accumulated depreciation | (2,035,000,000) | (2,035,000,000) | (1,817,000,000) | ||
Property and equipment, net | 5,335,000,000 | 5,335,000,000 | 3,967,000,000 | ||
Interest costs capitalized | 0 | $ 0 | 0 | $ 0 | |
Land | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 583,000,000 | 583,000,000 | 153,000,000 | ||
Buildings | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 2,184,000,000 | 2,184,000,000 | 1,420,000,000 | ||
Leasehold improvements | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 409,000,000 | 409,000,000 | 304,000,000 | ||
Network equipment | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 3,437,000,000 | 3,437,000,000 | 3,020,000,000 | ||
Computer software, office equipment and other | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | 220,000,000 | 220,000,000 | 149,000,000 | ||
Construction in progress | |||||
Property, Plant and Equipment | |||||
Property and equipment, gross | $ 537,000,000 | $ 537,000,000 | $ 738,000,000 |
Goodwill and Intangible Asset34
Goodwill and Intangible Assets (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Goodwill | |||||
Goodwill beginning | $ 17,981 | ||||
Goodwill acquired | 43 | ||||
Goodwill ending | $ 18,024 | 18,024 | |||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 4,485 | 4,485 | $ 4,438 | ||
Accumulated Amortization | (1,108) | (1,108) | (569) | ||
Net Carrying Amount | 3,377 | 3,377 | 3,869 | ||
Indefinite-lived Intangible Assets [Line Items] | |||||
Total intangible assets, Gross | 4,545 | 4,545 | 4,498 | ||
Accumulated Amortization | (1,108) | (1,108) | (569) | ||
Total intangible assets, Net | 3,437 | 3,437 | 3,929 | ||
Amortization expense | 180 | $ 59 | 539 | $ 141 | |
Acquired users [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 2,056 | 2,056 | 2,056 | ||
Accumulated Amortization | (308) | (308) | (85) | ||
Net Carrying Amount | 1,748 | 1,748 | 1,971 | ||
Indefinite-lived Intangible Assets [Line Items] | |||||
Accumulated Amortization | (308) | (308) | (85) | ||
Technology-Based Intangible Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 843 | 843 | 813 | ||
Accumulated Amortization | (273) | (273) | (144) | ||
Net Carrying Amount | 570 | 570 | 669 | ||
Indefinite-lived Intangible Assets [Line Items] | |||||
Accumulated Amortization | (273) | (273) | (144) | ||
Patents [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 785 | 785 | 773 | ||
Accumulated Amortization | (309) | (309) | (239) | ||
Net Carrying Amount | 476 | 476 | 534 | ||
Indefinite-lived Intangible Assets [Line Items] | |||||
Accumulated Amortization | (309) | (309) | (239) | ||
Tradename [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 632 | 632 | 632 | ||
Accumulated Amortization | (134) | (134) | (46) | ||
Net Carrying Amount | 498 | 498 | 586 | ||
Indefinite-lived Intangible Assets [Line Items] | |||||
Accumulated Amortization | (134) | (134) | (46) | ||
Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 169 | 169 | 164 | ||
Accumulated Amortization | (84) | (84) | (55) | ||
Net Carrying Amount | 85 | 85 | 109 | ||
Indefinite-lived Intangible Assets [Line Items] | |||||
Accumulated Amortization | (84) | $ (84) | (55) | ||
Minimum | Acquired users [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 3 years | ||||
Minimum | Technology-Based Intangible Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 2 years | ||||
Minimum | Patents [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 2 years | ||||
Minimum | Tradename [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 2 years | ||||
Minimum | Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 2 years | ||||
Maximum | Acquired users [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 7 years | ||||
Maximum | Technology-Based Intangible Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 10 years | ||||
Maximum | Patents [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 18 years | ||||
Maximum | Tradename [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 7 years | ||||
Maximum | Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets - Useful life (in years) | 10 years | ||||
In-process research and development (IPR&D) | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Indefinite-lived intangible assets | $ 60 | $ 60 | $ 60 |
Goodwill and Intangible Asset35
Goodwill and Intangible Assets - Estimated Amortization Expense (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
The remainder of 2015 | $ 180 | |
2,016 | 705 | |
2,017 | 661 | |
2,018 | 605 | |
2,019 | 521 | |
Thereafter | 705 | |
Net Carrying Amount | $ 3,377 | $ 3,869 |
Long-term Debt (Details)
Long-term Debt (Details) - Revolving Credit Facility - 2013 Revolving Credit Facility - USD ($) | 1 Months Ended | |
Aug. 31, 2013 | Sep. 30, 2015 | |
Debt Instrument | ||
Term loan facility, term period (in years) | 5 years | |
Line of credit facility, maximum borrowing capacity | $ 6,500,000,000 | |
Debt instrument, interest rate basis during period | LIBOR | |
Basis spread on variable rate (percent) | 1.00% | |
Line of credit facility, unused capacity, commitment fee percentage | 0.10% | |
Line of credit facility, amount outstanding | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Leases [Abstract] | ||||
Capital lease agreement period | 3 years | |||
Operating lease expense | $ 47 | $ 31 | $ 127 | $ 94 |
Minimum | ||||
Leases [Abstract] | ||||
Interest rate | 1.00% | 1.00% | ||
Lease expiration year | 2,015 | |||
Maximum | ||||
Leases [Abstract] | ||||
Interest rate | 13.00% | 13.00% | ||
Lease expiration year | 2,032 | |||
Buildings | ||||
Leases [Abstract] | ||||
Capital lease agreement period | 15 years |
Stockholders' Equity - Share-b
Stockholders' Equity - Share-based Compensation Plans (Detail) | 9 Months Ended |
Sep. 30, 2015planshares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Share-based employee compensation plans, number | 2 |
2012 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award | |
2012 equity incentive plan shares authorized | shares | 25,000,000 |
Shares reserved for issuance increase percentage | 2.50% |
Share-based compensation arrangement by share-based payment award, expiration period (in years) | 10 years |
Share-based compensation arrangement by share-based payment award, expiration period for plan (in years) | 10 years |
2012 Plan | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Shares reserved for issuance increase date range | Jan. 1, 2013 |
2012 Plan | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Shares reserved for issuance increase date range | Jan. 1, 2022 |
Stockholders' Equity - Stock O
Stockholders' Equity - Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Millions | 9 Months Ended | |
Sep. 30, 2015USD ($)$ / sharesshares | ||
Class A Common Stock | ||
Aggregate Intrinsic Value | ||
Common stock, closing share price (in usd per share) | $ 89.90 | |
Employee Stock Options | ||
Number of Shares | ||
Beginning balance (in shares) | shares | 12,984 | |
Stock options exercised (in shares) | shares | (3,512) | |
Ending balance (in shares) | shares | 9,472 | |
Stock options vested and expected to vest as of period end (in shares) | shares | 9,469 | |
Stock options exercisable as of period end (in shares) | shares | 7,043 | |
Weighted Average Exercise Price | ||
Beginning Balance (in dollars per share) | $ 4.78 | |
Stock options exercised (in dollars per share) | 0.50 | |
Ending Balance (in dollars per share) | 6.37 | |
Stock options vested and expected to vest as of period end (in dollars per share) | 6.37 | |
Stock options exercisable as of period end (in dollars per share) | $ 4.30 | |
Weighted- Average Remaining Contractual Term | ||
Balance at period end (in years) | 3 years 6 months 10 days | |
Stock options vested and expected to vest as of period end (in years) | 3 years 6 months 10 days | |
Stock options exercisable as of period end (in years) | 3 years 17 days | |
Aggregate Intrinsic Value | ||
Balance at period end | $ | $ 791 | [1] |
Stock options vested and expected to vest as of period end | $ | 791 | [1] |
Stock options exercisable as of period end | $ | $ 603 | [1] |
[1] | The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the official closing price of our Class A common stock, as reported on the NASDAQ Global Select Market, of $89.90 on September 30, 2015. |
Stockholders' Equity - Restric
Stockholders' Equity - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Number of Shares | |||||
Unvested at beginning of period (in shares) | [1] | 138,055 | |||
Granted (in shares) | 28,164 | ||||
Vested (in shares) | (28,455) | ||||
Forfeited (in shares) | (5,625) | ||||
Unvested at end of period (in shares) | [1] | 132,139 | 132,139 | ||
Weighted Average Grant Date Fair Value | |||||
Unvested at beginning of period (in dollars per share) | $ 55.89 | ||||
Granted (in dollars per share) | 79.85 | ||||
Vested (in dollars per share) | 41.55 | ||||
Forfeited (in dollars per share) | 49.50 | ||||
Unvested at end of period (in dollars per share) | $ 64.36 | $ 64.36 | |||
Fair value of vested RSUs | $ 894 | $ 652 | $ 2,380 | $ 2,190 | |
[1] | Unvested shares include inducement awards issued in connection with an acquisition in 2014 and are subject to the terms, restrictions, and conditions of a separate non-plan RSU award agreement. |
Stockholders' Equity - Additio
Stockholders' Equity - Additional Award Disclosures (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Future period share-based compensation expense | $ 7,700 |
Future period share-based compensation expense period of recognition (in years) | 3 years |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Future period share-based compensation expense | $ 7,060 |
Other Awards | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Future period share-based compensation expense | $ 643 |
Income Tax (Details)
Income Tax (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits | $ 2,580 | $ 1,680 |
Unrecognized tax benefits that would impact effective tax rate | $ 2,010 |
Geographical Information - Rev
Geographical Information - Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Revenue by Geographical Area | |||||
Revenue | $ 4,501 | $ 3,203 | $ 12,087 | $ 8,615 | |
United States | |||||
Revenue by Geographical Area | |||||
Revenue | 2,166 | 1,468 | 5,699 | 3,857 | |
Rest of the World | |||||
Revenue by Geographical Area | |||||
Revenue | [1] | $ 2,335 | $ 1,735 | $ 6,388 | $ 4,758 |
[1] | No individual country, other than disclosed above, exceeded 10% of our total revenue for any period presented. |
Geographical Information - Pro
Geographical Information - Property and Equipment, Net (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Long-Lived Assets By Geographical Area | ||
Property and equipment, net | $ 5,335 | $ 3,967 |
United States | ||
Long-Lived Assets By Geographical Area | ||
Property and equipment, net | 4,295 | 3,256 |
Sweden | ||
Long-Lived Assets By Geographical Area | ||
Property and equipment, net | 660 | 514 |
Rest of the World | ||
Long-Lived Assets By Geographical Area | ||
Property and equipment, net | $ 380 | $ 197 |