Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-38902 | |
Entity Registrant Name | UBER TECHNOLOGIES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-2647441 | |
Entity Address, Address Line One | 1455 Market Street, 4th Floor | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94103 | |
City Area Code | 415 | |
Local Phone Number | 612-8582 | |
Title of each class | Common Stock, par value $0.00001 per share | |
Trading Symbol | UBER | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 1,705,815,070 | |
Entity Central Index Key | 0001543151 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Cash and cash equivalents | $ 12,650 | $ 6,406 |
Restricted cash and cash equivalents | 33 | 67 |
Accounts receivable, net of allowance of $34 and $40, respectively | 1,154 | 919 |
Prepaid expenses and other current assets | 1,316 | 860 |
Assets held for sale | 0 | 406 |
Total current assets | 15,153 | 8,658 |
Restricted cash and cash equivalents | 1,958 | 1,736 |
Investments | 10,412 | 10,355 |
Equity method investments | 1,393 | 1,312 |
Property and equipment, net | 1,537 | 1,641 |
Operating lease right-of-use assets | 1,538 | |
Intangible assets, net | 74 | 82 |
Goodwill | 167 | 153 |
Other assets | 60 | 51 |
Total assets | 32,292 | 23,988 |
Liabilities, mezzanine equity and equity (deficit) | ||
Accounts payable | 126 | 150 |
Short-term insurance reserves | 1,023 | 941 |
Operating lease liabilities, current | 197 | |
Accrued and other current liabilities | 4,026 | 3,157 |
Liabilities held for sale | 0 | 11 |
Total current liabilities | 5,372 | 4,259 |
Long-term insurance reserves | 2,271 | 1,996 |
Long-term debt, net of current portion | 5,711 | 6,869 |
Operating lease liabilities, non-current | 1,459 | |
Other long-term liabilities | 1,428 | 4,072 |
Total liabilities | 16,241 | 17,196 |
Commitments and contingencies (Note 15) | ||
Mezzanine equity | ||
Redeemable non-controlling interests | 309 | 0 |
Redeemable convertible preferred stock, $0.00001 par value, 946,246 and zero shares authorized, 903,607 and zero shares issued and outstanding, respectively; aggregate liquidation preference of $14 and $0, respectively | 0 | 14,177 |
Equity (deficit) | ||
Common stock, $0.00001 par value, 2,696,114 and 5,000,000 shares authorized, 457,189 and 1,703,630 shares issued and outstanding, respectively | 0 | 0 |
Additional paid-in capital | 30,513 | 668 |
Accumulated other comprehensive loss | (185) | (188) |
Accumulated deficit | (15,266) | (7,865) |
Total Uber Technologies, Inc. stockholders' equity (deficit) | 15,062 | (7,385) |
Non-redeemable non-controlling interests | 680 | 0 |
Total equity (deficit) | 15,742 | (7,385) |
Total liabilities, mezzanine equity and equity (deficit) | $ 32,292 | $ 23,988 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 40 | $ 34 |
Par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred share authorized (in shares) | 0 | 946,246,000 |
Preferred shares issued (in shares) | 0 | 903,607,000 |
Preferred shares outstanding (in shares) | 0 | 903,607,000 |
Aggregate liquidation preference | $ 0 | $ 14 |
Common stock par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock shares authorized (in shares) | 5,000,000,000 | 2,696,114,000 |
Common stock shares issued (in shares) | 1,703,630,000 | 457,189,000 |
Common stock shares outstanding (in shares) | 1,703,630,000 | 457,189,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Revenue | $ 3,813 | $ 2,944 | $ 10,078 | $ 8,296 |
Costs and expenses | ||||
Cost of revenue, exclusive of depreciation and amortization shown separately below | 1,860 | 1,510 | 5,281 | 4,008 |
Operations and support | 498 | 387 | 1,796 | 1,108 |
Sales and marketing | 1,113 | 785 | 3,375 | 2,177 |
Research and development | 755 | 434 | 4,228 | 1,139 |
General and administrative | 591 | 460 | 2,652 | 1,527 |
Depreciation and amortization | 102 | 131 | 371 | 317 |
Total costs and expenses | 4,919 | 3,707 | 17,703 | 10,276 |
Loss from operations | (1,106) | (763) | (7,625) | (1,980) |
Interest expense | (90) | (161) | (458) | (453) |
Other income (expense), net | 49 | (54) | 707 | 4,946 |
Income (loss) before income taxes and loss from equity method investment | (1,147) | (978) | (7,376) | 2,513 |
Provision for income taxes | 3 | 1 | 20 | 605 |
Loss from equity method investment, net of tax | (9) | (15) | (25) | (32) |
Net income (loss) including non-controlling interests | (1,159) | (994) | (7,421) | 1,876 |
Less: net income (loss) attributable to non-controlling interests, net of tax | 3 | (8) | (11) | (8) |
Net income (loss) attributable to Uber Technologies, Inc. | $ (1,162) | $ (986) | $ (7,410) | $ 1,884 |
Net income (loss) per share attributable to Uber Technologies, Inc. common stockholders: | ||||
Basic (in dollars per share) | $ (0.68) | $ (2.21) | $ (6.79) | $ 0.59 |
Diluted (in dollars per share) | $ (0.68) | $ (2.21) | $ (6.79) | $ 0.52 |
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders: | ||||
Basic (in shares) | 1,700,213 | 445,783 | 1,092,241 | 441,301 |
Diluted (in shares) | 1,700,213 | 445,783 | 1,092,241 | 477,592 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) including non-controlling interests | $ (1,159) | $ (994) | $ (7,421) | $ 1,876 |
Other comprehensive income (loss), net of tax: | ||||
Change in foreign currency translation adjustment | (14) | (154) | 3 | (219) |
Change in unrealized gain (loss) on investments in available-for-sale securities | (4) | 3 | 0 | 42 |
Other comprehensive income (loss), net of tax | (18) | (151) | 3 | (177) |
Comprehensive income (loss) including non-controlling interests | (1,177) | (1,145) | (7,418) | 1,699 |
Less: comprehensive income (loss) attributable to non-controlling interests | 3 | (8) | (11) | (8) |
Comprehensive income (loss) attributable to Uber Technologies, Inc. | $ (1,180) | $ (1,137) | $ (7,407) | $ 1,707 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF MEZZANIE EQUITY AND EQUITY (DEFICIT) - USD ($) $ in Millions | Total | Series G Redeemable Convertible Preferred Stock | Redeemable Non-Controlling Interest | Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred StockSeries G Redeemable Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Additional Paid-In CapitalSeries G Redeemable Convertible Preferred Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit | Non-Redeemable Non-Controlling Interests |
Mezzanine Equity, Amount at Dec. 31, 2017 | $ 0 | $ 12,210 | |||||||||
Mezzanine Equity, Shares at Dec. 31, 2017 | 863,305,000 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Issuance of Series G redeemable convertible preferred stock, net of issuance costs | $ 1,500 | ||||||||||
Issuance of Series G redeemable convertible preferred stock, net of issuance costs (in shares) | 30,755,000 | ||||||||||
Mezzanine Equity, Amount at Mar. 31, 2018 | 0 | $ 13,710 | |||||||||
Mezzanine Equity, Shares at Mar. 31, 2018 | 894,060,000 | ||||||||||
Stockholders' equity, beginning balance at Dec. 31, 2017 | $ (8,557) | $ 0 | $ 320 | $ (3) | $ (8,874) | ||||||
Shares, outstanding at Dec. 31, 2017 | 443,394,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of common stock warrants | 1 | 1 | |||||||||
Exercise of common stock warrants (in shares) | 31,000 | ||||||||||
Repurchase of outstanding shares | 5 | 5 | |||||||||
Repurchase of outstanding stock (in shares) | (1,707,000) | ||||||||||
Issuance of common stock from stock option exercise and restricted stock awards | 15 | 15 | |||||||||
Issuance of common stock from stock option exercise and restricted stock awards (in shares) | 7,689,000 | ||||||||||
Repurchase of unvested early-exercised stock options | 0 | ||||||||||
Repurchase of unvested early-exercised stock options (in shares) | (1,000) | ||||||||||
Reclassification of early-exercised stock options from liability, net | 1 | 1 | |||||||||
Stock-based compensation | 17 | 17 | |||||||||
Issuance and repayment of employee loans collateralized by outstanding common stock | (1) | (1) | |||||||||
Issuance of common stock as consideration for investment and acquisition | 52 | 52 | |||||||||
Issuance of common stock as consideration for investment and acquisition (in shares) | 1,528,000 | ||||||||||
Foreign currency translation adjustment | (7) | (7) | |||||||||
Net income (loss) | 3,748 | 3,748 | |||||||||
Stockholders' equity, ending balance at Mar. 31, 2018 | (4,726) | $ 0 | 406 | (10) | (5,122) | ||||||
Shares, outstanding at Mar. 31, 2018 | 450,934,000 | ||||||||||
Mezzanine Equity, Amount at Dec. 31, 2017 | 0 | $ 12,210 | |||||||||
Mezzanine Equity, Shares at Dec. 31, 2017 | 863,305,000 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Mezzanine equity, net income (loss) | (10) | ||||||||||
Mezzanine Equity, Amount at Sep. 30, 2018 | 0 | $ 13,676 | |||||||||
Mezzanine Equity, Shares at Sep. 30, 2018 | 893,354,000 | ||||||||||
Stockholders' equity, beginning balance at Dec. 31, 2017 | (8,557) | $ 0 | 320 | (3) | (8,874) | ||||||
Shares, outstanding at Dec. 31, 2017 | 443,394,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Unrealized gain (loss) on available-for-sale securities | 42 | ||||||||||
Foreign currency translation adjustment | (219) | ||||||||||
Stockholders' equity, ending balance at Sep. 30, 2018 | (6,542) | $ 0 | 617 | (180) | (6,979) | ||||||
Shares, outstanding at Sep. 30, 2018 | 456,455,000 | ||||||||||
Mezzanine Equity, Amount at Mar. 31, 2018 | 0 | $ 13,710 | |||||||||
Mezzanine Equity, Shares at Mar. 31, 2018 | 894,060,000 | ||||||||||
Mezzanine Equity, Amount at Jun. 30, 2018 | 0 | $ 13,673 | |||||||||
Mezzanine Equity, Shares at Jun. 30, 2018 | 893,301,000 | ||||||||||
Stockholders' equity, beginning balance at Mar. 31, 2018 | (4,726) | $ 0 | 406 | (10) | (5,122) | ||||||
Shares, outstanding at Mar. 31, 2018 | 450,934,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Repurchase of outstanding shares | 7 | $ 4 | $ 0 | $ (37) | $ 4 | 7 | |||||
Repurchase of outstanding stock (in shares) | (5,000) | (754,000) | (287,000) | ||||||||
Exercise of stock options | 0 | ||||||||||
Exercise of stock options (in shares) | 129,000 | ||||||||||
Repurchase of unvested early-exercised stock options | 0 | ||||||||||
Repurchase of unvested early-exercised stock options (in shares) | (129,000) | ||||||||||
Reclassification of early-exercised stock options from liability, net | 1 | 1 | |||||||||
Stock-based compensation | 11 | 11 | |||||||||
Issuance and repayment of employee loans collateralized by outstanding common stock | (1) | (1) | |||||||||
Issuance of common stock as consideration for investment and acquisition | 93 | 93 | |||||||||
Issuance of common stock as consideration for investment and acquisition (in shares) | 2,605,000 | ||||||||||
Unrealized gain (loss) on available-for-sale securities | 39 | 39 | |||||||||
Foreign currency translation adjustment | (58) | (58) | |||||||||
Net income (loss) | (878) | (878) | |||||||||
Stockholders' equity, ending balance at Jun. 30, 2018 | (5,508) | $ 0 | 514 | (29) | (5,993) | ||||||
Shares, outstanding at Jun. 30, 2018 | 453,252,000 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Issuance of non-controlling interests | 10 | ||||||||||
Mezzanine Equity, Amount at Sep. 30, 2018 | 0 | $ 13,676 | |||||||||
Mezzanine Equity, Shares at Sep. 30, 2018 | 893,354,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of common stock warrants | 0 | $ 2 | |||||||||
Exercise of common stock warrants (in shares) | 53,000 | ||||||||||
Lapsing of repurchase option related to Series E redeemable convertible preferred stock issued to a non-employee service provider | 0 | $ 1 | |||||||||
Repurchase of outstanding shares | 0 | ||||||||||
Repurchase of outstanding stock (in shares) | (489,000) | ||||||||||
Exercise of stock options | 11 | 11 | |||||||||
Exercise of stock options (in shares) | 3,696,000 | ||||||||||
Repurchase of unvested early-exercised stock options | 0 | ||||||||||
Repurchase of unvested early-exercised stock options (in shares) | (4,000) | ||||||||||
Stock-based compensation | 74 | 74 | |||||||||
Issuance and repayment of employee loans collateralized by outstanding common stock | (2) | (2) | |||||||||
Issuance of non-controlling interests | 10 | ||||||||||
Issuance of non-controlling interest | (10) | (10) | |||||||||
Deferred tax benefit arising from acquisition of non-controlling interest in partnership | 26 | 26 | |||||||||
Unrealized gain (loss) on available-for-sale securities | 3 | 3 | |||||||||
Foreign currency translation adjustment | (154) | (154) | |||||||||
Net income (loss) | (986) | (986) | |||||||||
Stockholders' equity, ending balance at Sep. 30, 2018 | $ (6,542) | $ 0 | 617 | (180) | (6,979) | ||||||
Shares, outstanding at Sep. 30, 2018 | 456,455,000 | ||||||||||
Mezzanine Equity, Amount at Dec. 31, 2018 | 0 | $ 14,177 | |||||||||
Mezzanine Equity, Shares at Dec. 31, 2018 | 903,607,000 | 903,607,000 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Mezzanine equity, net income (loss) | (4) | ||||||||||
Mezzanine Equity, Amount at Mar. 31, 2019 | (4) | $ 14,224 | |||||||||
Mezzanine Equity, Shares at Mar. 31, 2019 | 904,530,000 | ||||||||||
Stockholders' equity, beginning balance at Dec. 31, 2018 | $ (7,385) | $ 0 | 668 | (188) | (7,865) | $ 0 | |||||
Shares, outstanding at Dec. 31, 2018 | 457,189,000 | 457,189,000 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of common stock warrants | $ 45 | ||||||||||
Exercise of common stock warrants (in shares) | 923,000 | ||||||||||
Lapsing of repurchase option related to Series E redeemable convertible preferred stock issued to a non-employee service provider | $ 2 | ||||||||||
Lapsing of repurchase option related to Series E redeemable convertible preferred stock issued to a non-employee service provider (in shares) | 0 | ||||||||||
Repurchase of outstanding shares | $ 0 | ||||||||||
Repurchase of outstanding stock (in shares) | (1,000) | ||||||||||
Exercise of stock options | 4 | 4 | |||||||||
Exercise of stock options (in shares) | 677,000 | ||||||||||
Repurchase of unvested early-exercised stock options | 0 | ||||||||||
Repurchase of unvested early-exercised stock options (in shares) | (32,000) | ||||||||||
Stock-based compensation | 10 | 10 | |||||||||
Unrealized gain (loss) on available-for-sale securities | (4) | (4) | |||||||||
Foreign currency translation adjustment | (54) | (54) | |||||||||
Net income (loss) | (1,012) | (1,012) | |||||||||
Stockholders' equity, ending balance at Mar. 31, 2019 | $ (8,432) | $ 0 | 682 | (246) | (8,868) | 0 | |||||
Shares, outstanding at Mar. 31, 2019 | 457,833,000 | ||||||||||
Mezzanine Equity, Amount at Dec. 31, 2018 | 0 | $ 14,177 | |||||||||
Mezzanine Equity, Shares at Dec. 31, 2018 | 903,607,000 | 903,607,000 | |||||||||
Mezzanine Equity, Amount at Sep. 30, 2019 | 309 | $ 0 | |||||||||
Mezzanine Equity, Shares at Sep. 30, 2019 | 0 | 0 | |||||||||
Stockholders' equity, beginning balance at Dec. 31, 2018 | $ (7,385) | $ 0 | 668 | (188) | (7,865) | 0 | |||||
Shares, outstanding at Dec. 31, 2018 | 457,189,000 | 457,189,000 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Unrealized gain (loss) on available-for-sale securities | $ 0 | ||||||||||
Foreign currency translation adjustment | 3 | ||||||||||
Stockholders' equity, ending balance at Sep. 30, 2019 | $ 15,742 | $ 0 | 30,513 | (185) | (15,266) | 680 | |||||
Shares, outstanding at Sep. 30, 2019 | 1,703,630,000 | 1,703,629,000 | |||||||||
Mezzanine Equity, Amount at Mar. 31, 2019 | (4) | $ 14,224 | |||||||||
Mezzanine Equity, Shares at Mar. 31, 2019 | 904,530,000 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Mezzanine equity, net income (loss) | (10) | ||||||||||
Mezzanine Equity, Amount at Jun. 30, 2019 | (14) | $ 0 | |||||||||
Mezzanine Equity, Shares at Jun. 30, 2019 | 0 | ||||||||||
Stockholders' equity, beginning balance at Mar. 31, 2019 | $ (8,432) | $ 0 | 682 | (246) | (8,868) | 0 | |||||
Shares, outstanding at Mar. 31, 2019 | 457,833,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Lapsing of repurchase option related to common stock issued to a non-employee service provider | 3 | 3 | |||||||||
Conversion of warrant to common stock in connection with initial public offering (in shares) | 150,000 | ||||||||||
Conversion of warrant to common stock in connection with initial public offering | 6 | 6 | |||||||||
Conversion of Convertible Notes to common stock in connection with initial public offering (in shares) | 93,978,000 | ||||||||||
Conversion of convertible notes to common stock in connection with initial public offering | 4,229 | 4,229 | |||||||||
Exercise of stock options | 1 | 1 | |||||||||
Exercise of stock options (in shares) | 501,000 | ||||||||||
Stock-based compensation | 3,943 | 3,943 | |||||||||
Unrealized gain (loss) on available-for-sale securities | 8 | 8 | |||||||||
Foreign currency translation adjustment | 71 | 71 | |||||||||
Issuance of common stock in connection with initial public offering, net of offering costs | 7,973 | 7,973 | |||||||||
Issuance of common stock in connection with initial public offering, net of offering cost (in shares) | 180,000,000 | ||||||||||
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering | 14,224 | $ (14,224) | 14,224 | ||||||||
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering (in shares) | (904,530,000) | 904,530,000 | |||||||||
Issuance of common stock related to private placement | 500 | 500 | |||||||||
Issuance of common stock related to private placement (in shares) | 11,111,000 | ||||||||||
Issuance of common stock for settlement of RSUs | 0 | ||||||||||
Issuance of common stock for settlement of restricted stock units (RSUs) (in shares) | 80,015,000 | ||||||||||
Shares withheld related to net share settlement | (1,368) | (1,368) | |||||||||
Shares withheld related to net share settlement (in shares) | (30,504,000) | ||||||||||
Net income (loss) | (5,236) | (5,236) | |||||||||
Stockholders' equity, ending balance at Jun. 30, 2019 | 15,922 | $ 0 | 30,193 | (167) | (14,104) | 0 | |||||
Shares, outstanding at Jun. 30, 2019 | 1,697,614,000 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||
Issuance of non-controlling interests | $ 667 | 333 | 667 | ||||||||
Mezzanine equity, net income (loss) | (10) | ||||||||||
Mezzanine Equity, Amount at Sep. 30, 2019 | 309 | $ 0 | |||||||||
Mezzanine Equity, Shares at Sep. 30, 2019 | 0 | 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Lapsing of repurchase option related to common stock issued to a non-employee service provider | $ 2 | 2 | |||||||||
Exercise of stock options | 0 | ||||||||||
Exercise of stock options (in shares) | 94,000 | ||||||||||
Issuance of common stock from stock option exercise and restricted stock awards | 0 | ||||||||||
Issuance of common stock from stock option exercise and restricted stock awards (in shares) | 9,553,000 | ||||||||||
Stock-based compensation | 426 | 426 | |||||||||
Reclassification of share-based award liability to additional paid-in capital | 20 | 20 | |||||||||
Issuance and repayment of employee loans collateralized by outstanding common stock | 10 | 10 | |||||||||
Issuance of common stock as consideration for investment and acquisition | 9 | 9 | |||||||||
Issuance of common stock as consideration for investment and acquisition (in shares) | 188,000 | ||||||||||
Issuance of non-controlling interests | 667 | $ 333 | 667 | ||||||||
Unrealized gain (loss) on available-for-sale securities | (4) | (4) | |||||||||
Foreign currency translation adjustment | (14) | (14) | |||||||||
Shares withheld related to net share settlement | (147) | (147) | |||||||||
Shares withheld related to net share settlement (in shares) | (3,820,000) | ||||||||||
Net income (loss) | (1,149) | (1,162) | 13 | ||||||||
Stockholders' equity, ending balance at Sep. 30, 2019 | $ 15,742 | $ 0 | $ 30,513 | $ (185) | $ (15,266) | $ 680 | |||||
Shares, outstanding at Sep. 30, 2019 | 1,703,630,000 | 1,703,629,000 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities | ||
Net income (loss) including non-controlling interests | $ (7,421) | $ 1,876 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization | 371 | 317 |
Bad debt expense | 79 | 35 |
Stock-based compensation | 4,353 | 145 |
Gain on extinguishment of convertible notes and settlement of derivatives | (444) | 0 |
Gain on business divestitures | 0 | (3,208) |
Deferred income tax | (55) | 420 |
Revaluation of derivative liabilities | (58) | 491 |
Accretion of discount on long-term debt | 80 | 231 |
Payment-in-kind interest | 10 | 53 |
Loss on disposal of property and equipment | 14 | 63 |
Impairment on long-lived assets held for sale | 0 | 122 |
Loss from equity method investment | 25 | 32 |
Gain on debt and equity securities, net | (1) | (1,984) |
Non-cash deferred revenue | (39) | 0 |
Gain on forfeiture of unvested warrants and related share repurchases | 0 | (152) |
Unrealized foreign currency transactions | (16) | 54 |
Other | 18 | 7 |
Change in operating assets and liabilities, net of impact of business acquisitions and disposals: | ||
Accounts receivable | (342) | (359) |
Prepaid expenses and other assets | (467) | (421) |
Operating lease right-of-use assets | 135 | 0 |
Accounts payable | (23) | (66) |
Accrued insurance reserve | 356 | 763 |
Accrued expenses and other liabilities | 997 | 721 |
Operating lease liabilities | (94) | 0 |
Net cash used in operating activities | (2,522) | (860) |
Cash flows from investing activities | ||
Proceeds from insurance reimbursement, sale and disposal of property and equipment | 41 | 329 |
Purchase of property and equipment | (406) | (362) |
Purchase of equity method investments | 0 | (412) |
Investments in debt securities | 0 | (30) |
Proceeds from business disposal, net of cash divested | 293 | 0 |
Acquisition of businesses, net of cash acquired | (7) | (64) |
Net cash used in investing activities | (79) | (539) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock upon initial public offering, net of offering costs | 7,973 | 0 |
Taxes paid related to net share settlement of equity awards | (1,514) | 0 |
Proceeds from issuance of common stock related to private placement | 500 | 0 |
Proceeds from issuance of subsidiary preferred stock units | 1,000 | 0 |
Proceeds from exercise of stock options, net of repurchases | 5 | 26 |
Repurchase of outstanding shares | 0 | (10) |
Issuance of term loan and senior notes, net of issuance costs | 1,189 | 1,478 |
Principal repayment on term loan | (20) | (12) |
Principal repayment on revolving lines of credit | 0 | (491) |
Principal payments on capital and finance leases | (59) | |
Principal payments on capital and finance leases | (120) | |
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 1,250 |
Dissolution of joint venture and subsequent proceeds | 0 | 38 |
Other | 9 | (57) |
Net cash provided by financing activities | 9,022 | 2,163 |
Effect of exchange rate changes on cash and cash equivalents, and restricted cash and cash equivalents | (23) | (133) |
Net increase in cash and cash equivalents, and restricted cash and cash equivalents | 6,398 | 631 |
Cash and cash equivalents, and restricted cash and cash equivalents | ||
Reclassification from assets held for sale during the period | 34 | 54 |
End of period, excluding cash classified within assets held for sale | 14,641 | 6,513 |
Reconciliation of cash and cash equivalents, and restricted cash and cash equivalents to the condensed consolidated balance sheets | ||
Cash and cash equivalents | 12,650 | 4,756 |
Restricted cash and cash equivalents-current | 33 | 214 |
Restricted cash and cash equivalents-non-current | 1,958 | 1,543 |
Total cash and cash equivalents, and restricted cash and cash equivalents | 14,641 | 6,513 |
Cash paid for: | ||
Interest, net of amount capitalized | 213 | 83 |
Income taxes, net of refunds | 105 | 213 |
Non-cash investing and financing activities: | ||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | 14,224 | 0 |
Conversion of convertible notes to common stock upon initial public offering | 4,229 | 0 |
Changes in purchases of property, equipment and software recorded in accounts payable and accrued liabilities | 13 | (9) |
Financed construction projects | 0 | 135 |
Capital and finance lease obligations | 196 | 132 |
Settlement of litigation through issuance of redeemable convertible preferred stock | 0 | 250 |
Common stock issued in connection with acquisitions | 0 | 93 |
Ownership interest in MLU B.V. received in connection with the disposition of Uber Russia/CIS operations | 0 | 1,410 |
Grab debt security received in exchange for the sale of Southeast Asia operations | $ 0 | $ 2,275 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 1 - Basis of Presentation and Summary of Significant Accounting Policies Description of Business Uber Technologies, Inc. (“Uber” or “the Company”) was incorporated in Delaware in July 2010, and is headquartered in San Francisco, California. Uber is a technology platform that uses a global network, leading technology, operational excellence and product expertise to power movement from point A to point B. Uber develops and operates proprietary technology applications supporting a variety of offerings on its platform (“platform(s)” or “Platform(s)”). Uber connects consumers (“Rider(s)”) with independent providers of ride services (“Driver(s)”) for ridesharing services, and connects consumers (“Eater(s)”) with restaurants (“Restaurant Partner(s)”) and food delivery service providers (“Delivery Partner(s)”) for meal preparation and delivery services. Uber also connects consumers with public transportation networks, e-bikes, e-scooters and other personal mobility options. These independent providers are collectively referred to as “Partners”. Uber uses this same network, technology, operational excellence and product expertise to connect shippers with carriers in the freight industry. Uber is also developing technologies that will provide autonomous driving vehicle solutions to consumers, networks of vertical take-off and landing vehicles and new solutions to solve everyday problems. Consumers, Drivers, Restaurant Partners and Delivery Partners are collectively referred to as “end-users.” Refer to Note 2 - Revenue for further information. The Company’s technology is used around the world, principally in the United States (U.S.) and Canada, Latin America, Europe, the Middle East, Africa, and Asia (excluding China and Southeast Asia). Segment Change During the third quarter of 2019, following a number of leadership and organizational changes, the chief operating decision maker (“CODM”) changed how he assesses performance and allocates resources to a more disaggregated level in order to optimize utilization of the Company’s platform as well as manage research and development of new technologies. Based on this change, in the third quarter of 2019, the Company determined it has five operating and reportable segments: Rides, Eats, Freight, Other Bets, and Advanced Technologies Group (“ATG”) and Other Technology Programs. The Company revised prior comparative periods to conform to the current period segment presentation. Refer to Note 14 - Segment Information and Geographic Information for further information. Initial Public Offering On May 14, 2019 , the Company closed its initial public offering (“IPO”), in which it issued and sold 180 million shares of its common stock. The price was $45.00 per share. The Company received net proceeds of approximately $8.0 billion from the IPO after deducting underwriting discounts and commissions of $106 million and offering expenses. Upon closing of the IPO: i) all shares of the Company’s outstanding redeemable convertible preferred stock automatically converted into 905 million shares of common stock; ii) holders of the 2021 Convertible Notes and the 2022 Convertible Notes elected to convert all outstanding notes into 94 million shares of common stock; and, iii) an outstanding warrant which became exercisable upon the closing of the IPO was exercised to purchase 0.2 million shares of common stock. In addition, the Company recognized a net gain of $327 million in other income (expense), net in the condensed consolidated statement of operations upon conversion of the 2021 Convertible Notes and the 2022 Convertible Notes during the second quarter of 2019, which consisted of $444 million gain on extinguishment of debt and settlement of derivatives, partially offset by $117 million loss from the change in fair value of embedded derivatives prior to settlement. The extinguishment of debt resulted in the derecognition of the carrying value of the debt balance and settlement of embedded derivatives. Upon the Company’s IPO, the Company recognized $3.6 billion of stock-based compensation expense. Upon the IPO, shares were issued to satisfy the vesting of restricted stock units (“RSUs”) with a performance condition. To meet the related tax withholding requirements, the Company withheld 29 million of the 76 million shares of common stock issued. Based on the IPO public offering price of $45.00 per share, the tax withholding obligation was $1.3 billion . As a result of stock-based compensation expense for vested and unvested RSUs upon the IPO, the Company recorded an additional deferred tax asset of approximately $1.1 billion that is offset by a full valuation allowance. Due to the valuation allowance, no income tax benefit was recognized in income during the three months ended September 30, 2019 . Pending Acquisition of Careem On March 26, 2019, the Company entered into an asset purchase agreement (the “Agreement”) with Careem Inc. (“Careem”). Pursuant to the Agreement, upon the terms and subject to the conditions thereof, Augusta Acquisition B.V., an indirect wholly-owned subsidiary of the Company, will acquire substantially all of the assets and assume substantially all of the liabilities of Careem for consideration of approximately $3.1 billion , subject to certain adjustments. The total consideration will consist of up to approximately $1.7 billion in non-interest-bearing unsecured convertible notes and approximately $1.4 billion in cash. Careem is a Dubai-based company that provides ridesharing, meal delivery, and payment services across the Middle East, North Africa, and Pakistan. The acquisition is subject to applicable competition authority approvals in certain of the countries in which Careem operates. The closing is expected to occur in January 2020. 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 (“SEC”) regarding interim financial reporting. The condensed consolidated balance sheet as of December 31, 2018 included herein was derived from the audited consolidated financial statements as of that date but does not include all of the information and notes required by GAAP for complete financial statements. 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 audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2018 , included in the Company’s final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended (“the Securities Act”), on May 13, 2019 (“the Prospectus”). In the opinion of management, these financial statements include all adjustments, which are of a normal recurring nature, necessary for a fair statement of the financial position, results of operations, cash flows and the change in equity for the periods presented. There have been no changes to the Company’s significant accounting policies described in the Prospectus that have had a material impact on the Company’s condensed consolidated financial statements and related notes, except for the adoption of the new accounting standard related to lease accounting. Basis of Consolidation The condensed consolidated financial statements of the Company include the accounts of the Company and entities consolidated under the variable interest and voting models. All intercompany balances and transactions have been eliminated. Refer to Note 16 - Variable Interest Entities ("VIEs") for further information. Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements and accompanying notes. Estimates are based on historical experience, where applicable, and other assumptions which management believes are reasonable under the circumstances. On an ongoing basis, the Company evaluates its estimates, including those related to the incremental borrowing rate (“IBR”) applied in lease accounting, accounts receivable allowances, fair values of investments and other financial instruments, useful lives of amortizable long-lived assets and intangible assets, stock-based compensation, income and non-income taxes, insurance reserves, and contingent liabilities. These estimates are inherently subject to judgment and actual results could differ from those estimates. Significant Accounting Policies - Leases The Company accounts for leases in accordance with Accounting Standards Codification (“ ASC “) 842, Leases (“ASC 842”), which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. The Company adopted ASC 842 along with all subsequent ASU clarifications and improvements that are applicable to the Company, on January 1, 2019, using the modified retrospective transition method and used the effective date as the date of initial application. Consequently, financial information is not updated and the disclosures required under ASC 842 are not provided for dates and periods before January 1, 2019. ASC 842 provides a number of optional practical expedients in transition. The Company elected the “package of practical expedients,” which permits the Company not to reassess under ASC 842 its prior conclusions about lease identification, lease classification and initial direct costs. The Company also made a policy election not to separate non-lease components from lease components, therefore, it accounts for lease and non-lease components as a single lease component. The Company determines if a contract contains a lease based on whether it has the right to obtain substantially all of the economic benefits from the use of an identified asset and whether it has the right to direct the use of an identified asset in exchange for consideration, which relates to an asset which the Company does not own. Right of use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are recognized as the lease liability, adjusted for lease incentives received. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is the Company’s IBR, because the interest rate implicit in most of the Company’s leases is not readily determinable. The IBR is a hypothetical rate based on the Company’s understanding of what its credit rating would be to borrow and resulting interest the Company would pay to borrow an amount equal to the lease payments in a similar economic environment over the lease term on a collateralized basis. Lease payments may be fixed or variable, however, only fixed payments or in-substance fixed payments are included in the Company’s lease liability calculation. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments are incurred. The lease term of operating and finance leases vary from less than a year to 76 years . The Company has leases that include one or more options to extend the lease term for up to 14 years as well as options to terminate the lease within one year. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Operating leases are included in operating lease right-to-use assets, operating lease liabilities, current and operating lease liabilities, non-current on the Company’s condensed consolidated balance sheets . Finance leases are included in property and equipment, net, accrued and other current liabilities, and other long-term liabilities on the Company’s condensed consolidated balance sheets . As of September 30, 2019 , less than 11% of the Company’s ROU assets were generated from leased assets outside of the U.S. Cash and Cash Equivalents Cash and cash equivalents as of September 30, 2019 consisted of cash held in checking and savings accounts as well as investments in money market funds. The Company considers all highly-liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents. Cash includes amounts collected on behalf of, but not yet remitted to Partners, which are included in accrued and other current liabilities on the consolidated balance sheets. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Upon adoption of the new leasing standard on January 1, 2019, the Company recognized ROU assets of $888 million and lease liabilities of $963 million . The Company reassessed the build-to-suit leases that no longer meet the control-based build-to-suit model and derecognized $392 million in build-to-suit assets, $350 million corresponding financing obligation, and recorded $9 million of deferred tax liability. The initial cash contribution to the Mission Bay 3 & 4 joint venture that was previously reported as a defeasance of a build-to-suit financing obligation of $60 million was derecognized by reclassifying it as an increase to the Mission Bay 3 & 4 equity method investment. The $9 million difference between the total derecognized assets and total derecognized liabilities was recorded in the opening balance of accumulated deficit, net of tax, as of January 1, 2019. In July 2017, the FASB issued ASU 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception” to simplify the accounting for certain instruments with down round features. The amendments require companies to disregard the down round feature when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. Further, companies that provide earnings per share (“EPS”) data will adjust the basic EPS calculation for the effect of the feature when triggered and will also recognize the effect of the trigger within equity. The Company adopted this new standard as of January 1, 2019 and applied the changes retrospectively. The adoption of the new standard did not have a material impact on the Company’s condensed consolidated financial statements. In June 2018, the FASB issued ASU 2018-07, “Improvements to Non-Employee Share-Based Payment Accounting,” which expands the scope of Topic 718, to include share-based payments issued to non-employees for goods or services. The new standard supersedes Subtopic 505-50. The Company adopted the new standard effective January 1, 2019 on a modified retrospective basis. The new standard did not have a material impact on the Company’s condensed consolidated financial statements. In November 2018, the FASB issued ASU 2018-18, "Collaborative arrangements: Clarifying the interaction between Topic 808 and Topic 606" to clarify the interaction between the accounting guidance for collaborative arrangements and revenue from contracts with customers. The Company early adopted this guidance effective July 1, 2019 on a retrospective basis and only applied it to contracts that were incomplete as of the adoption date. The new standard did not have a material impact on the Company's condensed consolidated financial statements for the current or previous reported periods herein. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” to require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The standard also amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement,” which modifies the disclosure requirements in ASC 820, “Fair Value Measurement” (“ASC 820”). The new standard is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of this ASU and delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract,” which aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use-software. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, “Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities,” which amends the guidance for determining whether a decision-making fee is a variable interest and requires organizations to consider indirect interests held through related parties under common control on a proportional basis rather than as the equivalent of a direct interest in its entirety. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 2 - Revenue The following tables present the Company’s revenues disaggregated by offering and geographical region. Revenue by geographical region is based on where the trip or shipment was completed or meal delivered. This level of disaggregation takes into consideration how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Revenue is presented in the following tables for the three and nine months ended September 30, 2018 and 2019 , respectively ( in millions ): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Rides revenue $ 2,371 $ 2,866 $ 6,842 $ 7,590 Vehicle Solutions revenue (1) 31 3 119 16 Other revenue 23 26 76 83 Total Rides revenue 2,425 2,895 7,037 7,689 Eats revenue 394 645 1,023 1,776 Freight revenue 122 218 231 512 Other Bets revenue 3 38 5 84 ATG and Other Technology Programs collaboration revenue (2) — 17 — 17 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 (1) The Company accounts for Vehicle Solutions revenue as an operating lease as defined under ASC 840 for 2018 and ASC 842 in 2019. (2) Refer to Note 17 - Non-Controlling Interests for further information on collaboration revenue . Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 United States and Canada $ 1,734 $ 2,407 $ 4,724 $ 6,269 Latin America ("LATAM") 515 527 1,580 1,394 Europe, Middle East and Africa ("EMEA") 431 534 1,233 1,527 Asia Pacific ("APAC") (1) 264 345 759 888 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 (1) Excluding China and, as of May 2018, also excludes Southeast Asia. Revenue from Contracts with Customers Rides Revenue The Company derives revenue primarily from fees paid by Drivers for the use of the Company’s platform(s) and related service to facilitate and complete ridesharing services. Vehicle Solutions Revenue Vehicle Solutions revenue consists primarily of revenue from leased vehicles to third parties who could potentially use them to provide ridesharing or Eats services. Other Revenue Other revenue consists primarily of revenue from the Company’s Uber for Business (“U4B”), financial partnerships products and other immaterial revenue streams. Eats Revenue The Company derives revenue for Eats from Restaurant Partners’ and Delivery Partners’ use of the Eats platform and related service to facilitate and complete Eats transactions. Freight Revenue Freight revenue consists primarily of revenue from freight transportation services provided to shippers. Other Bets Revenue Other Bets revenue consists primarily of revenue from New Mobility products, including dockless e-bikes, incubator offerings and other immaterial revenue streams. Contract Balances The Company’s contract assets for performance obligations satisfied prior to payment or contract liabilities for consideration collected prior to satisfying the performance obligations are not material for the three months ended September 30, 2019 . Remaining Performance Obligations As a result of a single contract entered into with a customer during 2018, the Company had $100 million of consideration allocated to an unfulfilled performance obligation as of September 30, 2019 . Revenue recognized during three and nine months ended September 30, 2019 related to the contract was not material . The Company’s remaining performance obligation is expected to be recognized as follows ( in millions ) : Less Than or Greater Than Total As of September 30, 2019 $ 52 $ 48 $ 100 |
Investments and Fair Value Meas
Investments and Fair Value Measurement | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Investments and Fair Value Measurement | Note 3 - Investments and Fair Value Measurement Investments The Company’s investments on the condensed consolidated balance sheets consisted of the following as of December 31, 2018 and September 30, 2019 (in millions) : As of December 31, 2018 September 30, 2019 Classified as cash and cash equivalents: Marketable equity securities: Money market funds $ 268 $ 6,039 Classified as restricted cash and cash equivalents Marketable equity securities: Money market funds $ 1,237 $ 1,595 Classified as investments: Non-marketable equity securities: Didi $ 7,953 $ 7,953 Other 32 93 Debt securities: Grab (1) 2,328 2,332 Other (2) 42 34 Investments $ 10,355 $ 10,412 (1) Recorded at fair value with changes in fair value recorded in other comprehensive income (loss), net of tax. (2) Recorded at fair value with changes in fair value recorded in earnings due to the election of the fair value option of accounting for financial instruments. The following table summarizes the amortized cost and fair value of the Company’s debt securities with a stated contractual maturity or redemption date as of December 31, 2018 and September 30, 2019 (in millions) : As of December 31, 2018 As of September 30, 2019 Amortized Cost Fair Value Amortized Cost Fair Value Within one year $ — $ — $ — $ — One year through five years 2,275 2,328 2,279 2,332 Total $ 2,275 $ 2,328 $ 2,279 $ 2,332 Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with ASC 820, the Company uses the fair value hierarchy, which prioritizes the inputs used to measure fair value. The hierarchy, as defined below, gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of the fair value hierarchy are set forth below: Level 1 Observable inputs such as quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active or inputs other than the quoted prices that are observable either directly or indirectly for the full term of the assets or liabilities. Level 3 Unobservable inputs in which there is little or no market data and that are significant to the fair value of the assets or liabilities. The Company measures its cash equivalents, certain investments, warrants, and derivative financial instruments at fair value. Level 1 instrument valuations are based on quoted market prices of the identical underlying security. Level 2 instrument valuations are obtained from readily available pricing sources for comparable instruments, identical instruments in less active markets, or models using market observable inputs. Level 3 instrument valuations are valued based on unobservable inputs and other estimation techniques due to the absence of quoted market prices, inherent lack of liquidity and the long-term nature of such financial instruments. The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in millions) : As of December 31, 2018 As of September 30, 2019 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Financial Assets Cash and cash equivalents: Money market funds $ 268 $ — $ — $ 268 $ 6,039 $ — $ — $ 6,039 Restricted cash and cash equivalents: Money market funds 1,237 — — 1,237 1,595 — — 1,595 Investments: Debt securities — — 2,370 2,370 — — 2,366 2,366 Non-marketable equity securities — — — — — — 87 87 Total financial assets $ 1,505 $ — $ 2,370 $ 3,875 $ 7,634 $ — $ 2,453 $ 10,087 Financial Liabilities Accrued and other current liabilities: Other $ — $ — $ 9 $ 9 $ — $ — $ 27 $ 27 Other long-term liabilities: Warrants — — 52 52 — — — — Embedded derivatives — — 2,018 2,018 — — — — Total financial liabilities $ — $ — $ 2,079 $ 2,079 $ — $ — $ 27 $ 27 During the nine months ended September 30, 2019 , the Company did not make any transfers between the levels of the fair value hierarchy. The following table summarizes the amortized cost, unrealized gains and losses, and fair value of the Company’s debt securities at fair value on a recurring basis as of December 31, 2018 and September 30, 2019 (in millions) : As of December 31, 2018 As of September 30, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Amortized Cost Unrealized Gains Unrealized Losses Fair Value Investments: Debt securities $ 2,305 $ 65 $ — $ 2,370 $ 2,309 $ 57 $ — $ 2,366 Total $ 2,305 $ 65 $ — $ 2,370 $ 2,309 $ 57 $ — $ 2,366 The Company’s Level 3 debt securities as of December 31, 2018 and September 30, 2019 primarily consist of redeemable preferred stock investments in privately held companies without readily determinable fair values. Depending on the investee’s financing activity in a reporting period, management’s estimate of fair value may be primarily derived from the investee’s financing transactions, such as the issuance of preferred stock to new investors. The price in these transactions generally provides the best indication of the enterprise value of the investee. Additionally, based on the timing, volume, and other characteristics of the transaction, the Company may supplement this information by using other valuation techniques, including the guideline public company approach. The guideline public company approach relies on publicly available market data of comparable companies and uses comparative valuation multiples of the investee’s revenue (actual and forecasted), and therefore, unobservable data primarily consists of short-term revenue projections. Once the fair value of the investee is estimated, an option pricing model (“OPM”) is employed to allocate value to various classes of securities of the investee, including the class owned by the Company. The model involves making key assumptions around the investees’ expected time to liquidity and volatility. An increase or decrease in any of the unobservable inputs in isolation, such as the security price in a significant financing transaction of the investee, could result in a material increase or decrease in the Company’s estimate of fair value. Other key unobservable inputs, including short-term revenue projections, time to liquidity, and volatility are less sensitive to the valuation in the respective reporting periods, as a result of the primary weighting on the investee’s financing transactions during 2018 and 2019. In the future, depending on the weight of evidence and valuation approaches used, these or other inputs may have a more significant impact on the Company’s estimate of fair value. The following table summarizes information about the significant unobservable inputs used in the fair value measurement for the Company’s investment in Grab as of December 31, 2018 and September 30, 2019 : Fair value method Relative weighting Key unobservable input Financing transactions 100% Transaction price per share $6.16 The Company determines realized gains or losses on the sale of equity and debt securities on a specific identification method. The Company did not recognize any other-than-temporary impairment losses during three and nine months ended September 30, 2018 and 2019 . The following table presents a reconciliation of the Company’s financial assets measured and recorded at fair value on a recurring basis as of September 30, 2019 , using significant unobservable inputs (Level 3) (in millions) : Debt Securities Non-marketable Equity Security Balance as of December 31, 2018 $ 2,370 $ — Total net gains (losses) Included in earnings (8 ) (12 ) Included in other comprehensive income (loss) — — Purchases (1) 4 11 Transfers (2) — 88 Balance as of September 30, 2019 $ 2,366 $ 87 (1) Purchases in non–marketable equity security include warrants to purchase shares of a private company that vest as certain performance criteria are met during the period. (2) Transfers include a non-marketable equity security that was previously measured at fair value on a non-recurring basis as of June 30, 2019 for which the Company elected to apply the fair value option during the three months ended September 30, 2019 . This includes $22 million of gains included in earnings and $35 million of warrants vested during the six months ended June 30, 2019. Management’s key inputs and assumptions used to determine an estimate of fair value for this investment is based on an OPM and price of the underlying security in recent financing transactions. The following table presents a reconciliation of the Company’s financial liabilities measured at fair value as of September 30, 2019 using significant unobservable inputs (Level 3), and the change in fair value recorded in other income (expense), net in the condensed consolidated statements of operations (in millions) : Warrants Convertible Debt Embedded Derivative Balance as of December 31, 2018 $ 52 $ 2,018 Vesting of share warrants 1 — Exercise of vested share warrants (53 ) — Change in fair value — (58 ) Settlement of derivative liability — (1,960 ) Balance as of September 30, 2019 $ — $ — Convertible Debt Embedded Derivative Convertible debt embedded derivatives originated from the issuance of the 2021 convertible notes and 2022 convertible notes (collectively the “ Convertible Notes ”) during 2015. Refer to Note 8 - Long-Term Debt and Revolving Credit Arrangements for further information. The fair value of the embedded derivatives was computed as the difference between the estimated value of the Convertible Notes with and without the Qualified Initial Public Offering (“ QIPO ”) Conversion Option (“ QIPO Conversion Option ”). The fair value of the Convertible Notes with and without the QIPO Conversion Option was estimated utilizing a discounted cash flow model to discount the expected payoffs at various potential QIPO dates to the valuation date. The key inputs to the valuation model included the probability of a QIPO occurring at various times, which was estimated to be 100% cumulatively by 2019 and a discount yield that was derived by the credit spread based on the average of the option-adjusted spreads of comparable instruments plus risk-free rates. Fair value measurements are highly sensitive to changes in these inputs; significant changes in these inputs would result in a significantly higher or lower fair value. No value was attributed to other embedded features as they are triggered by events with a remote probability of occurrence. Upon closing of the IPO, holders of the 2021 Convertible Notes and the 2022 Convertible Notes elected to convert all outstanding notes into 94 million shares of common stock. Refer to Note 1 - Basis of Presentation and Summary of Significant Accounting Policies for further information. Warrant Liabilities In February 2016, the Company issued two warrants to an investor advisor to purchase up to 205,034 shares and 820,138 shares of the Company’s Series G redeemable convertible preferred stock at an exercise price of $0.01 per share in exchange for advisory services. The warrants were liability-classified due to the contingent redemption features in the underlying preferred stock and were consequently measured at their fair value of $45 million as of December 31, 2018 . The vested shares were exercised during the first quarter of 2019, and the Company reclassified the $45 million fair value of the vested shares to Series G redeemable convertible preferred stock. Upon closing of the IPO, the Series G redeemable convertible preferred stock were automatically converted to shares of common stock. Assets Measured at Fair Value on a Non-Recurring Basis The Company’s non-financial assets, such as goodwill, intangible assets and property and equipment are adjusted to fair value when an impairment charge is recognized. Such fair value measurements are based predominately on Level 3 inputs. Non-Marketable Equity Securities The Company’s non-marketable equity securities are investments in privately held companies without readily determinable fair values and primarily relate to its investment in Didi. On January 1, 2018, the Company adopted ASU 2016-01, in which the carrying value of its non-marketable equity securities are adjusted based on price changes from observable transactions of identical or similar securities of the same issuer or for impairment (referred to as the measurement alternative). Any changes in carrying value is recorded within other income (expense), net in the condensed consolidated statements of operations . Non-marketable equity securities are classified within Level 3 in the fair value hierarchy because the Company estimates the fair value of these securities based on valuation methods, including the common stock equivalent method, using the transaction price of similar securities issued by the investee adjusted for contractual rights and obligations of the securities it holds. The following is a summary of unrealized gains and losses from remeasurement (referred to as upward or downward adjustments) recorded in other income (expense), net in the condensed consolidated statements of operations , and included as adjustments to the carrying value of non-marketable equity securities held during the three and nine months ended September 30, 2018 and 2019 based on the selling price of newly issued shares of similar preferred stock to new investors using the common stock equivalent valuation method and adjusted for any applicable differences in conversion rights (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Upward adjustments $ — $ — $ 1,984 $ 22 Downward adjustments (including impairment) — — — — Total unrealized gain for non-marketable equity securities $ — $ — $ 1,984 $ 22 The Company did not record any realized gains or losses for the Company’s non-marketable equity securities measured at fair value on a non-recurring basis as of September 30, 2019 . The following table summarizes the total carrying value of the Company’s non-marketable equity securities measured at fair value on a non-recurring basis held as of December 31, 2018 and September 30, 2019 including cumulative unrealized upward and downward adjustments made to the initial cost basis of the securities (in millions) : As of December 31, 2018 September 30, 2019 Initial cost basis $ 6,001 $ 5,975 Upward adjustments 1,984 1,984 Downward adjustments (including impairment) — — Total carrying value at the end of the period $ 7,985 $ 7,959 |
Equity Method Investments
Equity Method Investments | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Note 4 - Equity Method Investments The carrying value of the Company’s equity method investments as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 MLU B.V. $ 1,234 $ 1,255 Mission Bay 3 & 4 (1) 78 138 Equity method investments $ 1,312 $ 1,393 (1) Refer to Note 16 - Variable Interest Entities ("VIEs") for further information on the Company’s interest in Mission Bay 3 & 4. MLU B.V. During the first quarter of 2018, the Company contributed the net assets of its Uber Russia/CIS operations into a newly formed private limited liability company (“MLU B.V.” or “Yandex.Taxi joint venture”), with Yandex and the Company holding ownership interests in MLU B.V. The Company contributed $345 million of cash, contracts in the region including Rider, Driver, and Eater contracts, and certain employees in the region to MLU B.V. The Company concurrently issued approximately 2 million shares of Uber Technologies, Inc. Class A common stock, with a fair value of $52 million to MLU B.V.’s parent, Yandex. These shares are subject to a put/call feature resulting in Uber Technologies, Inc.’s contingent obligation to buy back these shares at $48 per share. The put/call feature may be exercised at any time by either party from when it became effective in February 2019 through February 2022, at which point, if unexercised, the put/call right expires. Neither the put nor the call had been exercised as of September 30, 2019 . In exchange for consideration contributed, the Company received a seat on MLU B.V.’s board and a 38% equity ownership interest consisting of common stock in MLU B.V. Certain contingent equity issuances of MLU B.V. may dilute the Company’s equity ownership interest to approximately 35% . The investment was determined to be an equity method investment due to the Company’s ability to exercise significant influence over MLU B.V. The initial fair value of the Company’s equity method investment in MLU B.V. was estimated using discounted cash flows of MLU B.V. As a result of the loss of control over Uber Russia/CIS resulting from the transaction, the Company derecognized the assets/liabilities of Uber Russia/CIS and recorded a $954 million gain during the first quarter of 2018 recognized in other income (expense), net in the condensed consolidated statement of operations. Included in the initial carrying value of $1.4 billion , which represents the fair value on the transaction date, was a basis difference of $908 million related to the difference between the cost of the investment and the Company’s proportionate share of the net assets of MLU B.V. The carrying value of the equity method investments are primarily adjusted for the Company’s share in the losses of MLU B.V. and amortization of basis differences. The carrying value was also adjusted for currency translation adjustments representing fluctuations between the functional currency of the investee, the Ruble and the U.S. Dollar. As of September 30, 2019 , the basis differences between the carrying value of the Company’s investment and its share in the net assets of MLU B.V. amounted to $817 million , including the impact of foreign currency translation, and are comprised primarily of equity method goodwill. Equity method goodwill is not amortized. The Company amortizes the basis difference related to the intangible assets over the estimated useful lives of the assets that gave rise to the difference using the straight-line method. The weighted-average life of the intangible assets is approximately 5.1 years as of September 30, 2019 . The investment balance is reviewed for impairment whenever factors indicate that the carrying value of the equity method investment may not be recoverable. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Note 5 - Property and Equipment, Net The components of property and equipment, net as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Land $ 67 $ 67 Building and site improvements 93 40 Leasehold improvements 315 349 Computer equipment 858 903 Leased computer equipment 288 484 Leased vehicles 34 26 Internal-use software 51 90 Furniture and fixtures 39 41 Dockless e-bikes 10 72 Construction in progress 832 758 Total 2,587 2,830 Less: Accumulated depreciation and amortization (946 ) (1,293 ) Property and equipment, net $ 1,641 $ 1,537 Depreciation expense relating to property and equipment was $120 million and $294 million for the three and nine months ended September 30, 2018 , respectively, and $92 million and $344 million for the three and nine months ended September 30, 2019 , respectively. Amounts in construction in progress represent buildings, leasehold improvements, assets under construction, other assets not placed in service, and build-to-suit leases prior to the adoption of ASC 842 on January 1, 2019. Upon adoption of ASC 842, the Company derecognized build-to-suit assets from construction in progress. Refer to Note 1 - Basis of Presentation and Summary of Significant Accounting Policies for further information. |
Select Historical Segment Finan
Select Historical Segment Financial Change | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Change | Note 14 - Segment Information and Geographic Information The Company determined its operating segments based on how the CODM manages the business, allocates resources, makes operating decisions and evaluates operating performance. During the third quarter of 2019, following a number of leadership and organizational changes, the CODM changed how he assesses performance and allocates resources to a more disaggregated level in order to optimize utilization of the Company’s platform as well as manage research and development of new technologies. Based on this change, in the third quarter of 2019, the Company determined it has five operating and reportable segments and revised prior comparative periods to conform to the current period segment presentation. The Company’s five segments are as follows: Segment Description Rides The Rides products connect consumers with Drivers who provide rides in a variety of vehicles, such as cars, auto rickshaws, motorbikes, minibuses, or taxis. Rides also includes activity related to our Uber for Business ("U4B"), Financial Partnerships, and Vehicle Solutions offerings. Eats The Eats offering allows consumers to search for and discover local restaurants, order a meal, and either pick-up at the restaurant or have the meal delivered. Freight Freight connects carriers with shippers on the Company’s platform, and gives carriers upfront, transparent pricing and the ability to book a shipment. Other Bets The Other Bets segment consists of multiple investment stage offerings. The largest investment within the segment is the Company’s New Mobility offering that refers to products that provide consumers with access to rides through a variety of modes, including dockless e-bikes and e-scooters. It also includes Transit, UberWorks and the Company’s Incubator group. ATG and Other Technology Programs The ATG and Other Technology Programs segment is responsible for the development and commercialization of autonomous vehicle and ridesharing technologies, as well as Uber Elevate. For information about how the Company’s reportable segments derive revenue, refer to Note 2 - Revenue . The Company’s segment operating performance measure is segment adjusted EBITDA. The CODM does not evaluate operating segments using asset information and, accordingly, the Company does not report asset information by segment . The Company’s segment adjusted EBITDA measures replace what was previously reported as contribution profit (loss) and maintain the same definition. Previously reported Core Platform contribution profit (loss) is the sum of Rides adjusted EBITDA and Eats adjusted EBITDA, and previously reported Other Bets contribution profit (loss) is the sum of Freight adjusted EBITDA and Other Bets adjusted EBITDA. Segment adjusted EBITDA is defined as revenue less the following expenses: cost of revenue, operations and support, sales and marketing, and general and administrative and research and development expenses associated with the Company’s segments. Segment adjusted EBITDA also excludes any non-cash items or items that management does not believe are reflective of the Company’s ongoing core operations (as shown in the table below). The following table provides information about the Company’s segments and a reconciliation of the total segment adjusted EBITDA to loss from operations (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Segment adjusted EBITDA: Rides $ 416 $ 631 $ 1,346 $ 1,329 Eats (189 ) (316 ) (323 ) (911 ) Freight (31 ) (81 ) (79 ) (162 ) Other Bets (12 ) (72 ) (12 ) (184 ) ATG and Other Technology Programs (132 ) (124 ) (432 ) (369 ) Total segment adjusted EBITDA 52 38 500 (297 ) Reconciling items: Corporate G&A and Platform R&D (1), (2) (501 ) (623 ) (1,403 ) (1,813 ) Depreciation and amortization (131 ) (102 ) (317 ) (371 ) Stock-based compensation expense (64 ) (401 ) (147 ) (4,353 ) Legal, tax, and regulatory reserve changes and settlements (56 ) 27 (308 ) (353 ) Driver appreciation award — — — (299 ) Payroll tax on IPO stock-based compensation — — — (86 ) Asset impairment/loss on sale of assets (54 ) — (167 ) (8 ) Acquisition and financing related expenses — — (15 ) — Gain on restructuring of lease arrangement — — 4 — Impact of 2018 Divested Operations (1), (3) (9 ) — (127 ) — Restructuring charges — (45 ) — (45 ) Loss from operations $ (763 ) $ (1,106 ) $ (1,980 ) $ (7,625 ) (1) Excluding stock-based compensation expense. (2) Includes costs that are not directly attributable to the Company’s reportable segments. Corporate G&A also includes certain shared costs such as finance, accounting, tax, human resources, information technology and legal costs. Platform R&D also includes mapping and payment technologies and support and development of the internal technology infrastructure. The Company’s allocation methodology is periodically evaluated and may change. (3) Defined as the Company’s 2018 operations in (i) Southeast Asia prior to the sale of those operations to Grab and (ii) Russia/CIS prior to the formation of the Company’s Yandex.Taxi joint venture. Geographic Information Revenue by geography is based on where the trip or shipment was completed or meal delivered. The following table sets forth revenue by geographic area for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 United States $ 1,621 $ 2,250 $ 4,420 $ 5,866 Brazil 240 252 797 649 All other countries 1,083 1,311 3,079 3,563 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 Revenue grouped by offerings is included in Note 2 - Revenue . |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 6 - Leases The components of lease expense were as follows (in millions) : Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Lease cost Finance lease cost: Amortization of assets $ 39 $ 110 Interest of lease liabilities 4 12 Operating lease cost 84 230 Short-term lease cost 4 22 Variable lease cost 26 80 Sublease income — (1 ) Total lease cost $ 157 $ 453 Supplemental cash flow information related to leases was as follows (in millions) : Nine Months Ended September 30, 2019 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 10 Operating cash flows from operating leases 192 Financing cash flows from financing leases 120 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 804 Finance lease liabilities 196 Supplemental balance sheet information related to leases was as follows (in millions, except lease term and discount rate): As of September 30, 2019 Operating Leases Operating lease right-of-use assets $ 1,538 Operating lease liability, current 197 Operating lease liabilities, non-current 1,459 Total operating lease liabilities $ 1,656 As of September 30, 2019 Finance Leases Property and equipment, at cost $ 484 Accumulated depreciation (207 ) Property and equipment, net $ 277 Other current liabilities $ 130 Other long-term liabilities 144 Total finance leases liabilities $ 274 As of September 30, 2019 Weighted-average remaining lease term Operating leases 16 years Finance leases 2 years Weighted-average discount rate Operating leases 7.2 % Finance leases 5.1 % Maturities of lease liabilities were as follows (in millions) : As of September 30, 2019 Operating Leases Finance Leases Remainder of 2019 $ 58 $ 37 2020 226 136 2021 290 98 2022 253 18 2023 186 — Thereafter 2,284 — Total undiscounted lease payments 3,297 289 Less: imputed interest (1,641 ) (15 ) Total lease liabilities $ 1,656 $ 274 As of September 30, 2019 , the Company had additional operating leases and finance leases, primarily for corporate offices and servers, that have not yet commenced of $550 million and $3 million , respectively. These operating and finance leases will commence between fiscal year 2019 and fiscal year 2022 with lease terms of 2 years to 11 years . Mission Bay 1 & 2 In 2015, the Company entered into a joint venture (“JV”) agreement with a real estate developer (“JV Partner”) to develop land (“the Land”) in San Francisco to construct the Company’s new headquarters (the “Headquarters”). The Headquarters will consist of two adjacent office buildings totaling approximately 423,000 rentable square feet. In connection with the JV arrangement, the Company had acquired a 49% interest in the JV, the principal asset of which was the Land. In 2016, the Company and the JV Partner agreed to dissolve the JV and terminate the Company’s commitment to the lease of the Headquarters (together “the real estate transaction”) and the Company retained a 49% indirect interest in the Land (“Indirect Interest”). Under the terms of the real estate transaction, the Company obtained the rights and title to the partially constructed building, will complete the development of the two office buildings and retain a 100% ownership in the buildings. In connection with the real estate transaction, the Company also executed two 75 -year land lease agreements (“Land Leases”). As of September 30, 2019 , commitments under the Land Leases total $167 million until February 2032. After 2032, the annual rent amount will adjust annually based on the prevailing consumer price index. The real estate transaction is accounted for as a financing transaction of its 49% Indirect Interest due to the Company’s continuing involvement through a purchase option on the Indirect Interest. As a financing transaction, the cash and deferred sales proceeds received from the real estate transaction are recorded as a financing obligation. As of September 30, 2019 , the Company’s Indirect Interest of $65 million is included in property and equipment, net and a corresponding financing obligation of $79 million is included in other long-term liabilities. Future land lease payments of $1.8 billion will be allocated 49% to the financing obligation of the Indirect Interest and 51% to the operating lease of land. Future minimum payments related to the financing obligations as of September 30, 2019 are summarized below (in millions) : Future Minimum Payments Fiscal Year Ending December 31, Remainder of 2019 $ 1 2020 6 2021 6 2022 6 2023 6 Thereafter 833 Total $ 858 |
Leases | Note 6 - Leases The components of lease expense were as follows (in millions) : Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Lease cost Finance lease cost: Amortization of assets $ 39 $ 110 Interest of lease liabilities 4 12 Operating lease cost 84 230 Short-term lease cost 4 22 Variable lease cost 26 80 Sublease income — (1 ) Total lease cost $ 157 $ 453 Supplemental cash flow information related to leases was as follows (in millions) : Nine Months Ended September 30, 2019 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 10 Operating cash flows from operating leases 192 Financing cash flows from financing leases 120 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 804 Finance lease liabilities 196 Supplemental balance sheet information related to leases was as follows (in millions, except lease term and discount rate): As of September 30, 2019 Operating Leases Operating lease right-of-use assets $ 1,538 Operating lease liability, current 197 Operating lease liabilities, non-current 1,459 Total operating lease liabilities $ 1,656 As of September 30, 2019 Finance Leases Property and equipment, at cost $ 484 Accumulated depreciation (207 ) Property and equipment, net $ 277 Other current liabilities $ 130 Other long-term liabilities 144 Total finance leases liabilities $ 274 As of September 30, 2019 Weighted-average remaining lease term Operating leases 16 years Finance leases 2 years Weighted-average discount rate Operating leases 7.2 % Finance leases 5.1 % Maturities of lease liabilities were as follows (in millions) : As of September 30, 2019 Operating Leases Finance Leases Remainder of 2019 $ 58 $ 37 2020 226 136 2021 290 98 2022 253 18 2023 186 — Thereafter 2,284 — Total undiscounted lease payments 3,297 289 Less: imputed interest (1,641 ) (15 ) Total lease liabilities $ 1,656 $ 274 As of September 30, 2019 , the Company had additional operating leases and finance leases, primarily for corporate offices and servers, that have not yet commenced of $550 million and $3 million , respectively. These operating and finance leases will commence between fiscal year 2019 and fiscal year 2022 with lease terms of 2 years to 11 years . Mission Bay 1 & 2 In 2015, the Company entered into a joint venture (“JV”) agreement with a real estate developer (“JV Partner”) to develop land (“the Land”) in San Francisco to construct the Company’s new headquarters (the “Headquarters”). The Headquarters will consist of two adjacent office buildings totaling approximately 423,000 rentable square feet. In connection with the JV arrangement, the Company had acquired a 49% interest in the JV, the principal asset of which was the Land. In 2016, the Company and the JV Partner agreed to dissolve the JV and terminate the Company’s commitment to the lease of the Headquarters (together “the real estate transaction”) and the Company retained a 49% indirect interest in the Land (“Indirect Interest”). Under the terms of the real estate transaction, the Company obtained the rights and title to the partially constructed building, will complete the development of the two office buildings and retain a 100% ownership in the buildings. In connection with the real estate transaction, the Company also executed two 75 -year land lease agreements (“Land Leases”). As of September 30, 2019 , commitments under the Land Leases total $167 million until February 2032. After 2032, the annual rent amount will adjust annually based on the prevailing consumer price index. The real estate transaction is accounted for as a financing transaction of its 49% Indirect Interest due to the Company’s continuing involvement through a purchase option on the Indirect Interest. As a financing transaction, the cash and deferred sales proceeds received from the real estate transaction are recorded as a financing obligation. As of September 30, 2019 , the Company’s Indirect Interest of $65 million is included in property and equipment, net and a corresponding financing obligation of $79 million is included in other long-term liabilities. Future land lease payments of $1.8 billion will be allocated 49% to the financing obligation of the Indirect Interest and 51% to the operating lease of land. Future minimum payments related to the financing obligations as of September 30, 2019 are summarized below (in millions) : Future Minimum Payments Fiscal Year Ending December 31, Remainder of 2019 $ 1 2020 6 2021 6 2022 6 2023 6 Thereafter 833 Total $ 858 |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 7 – Goodwill Goodwill In the third quarter of 2019, the Company determined it has five operating and reportable segments: Rides, Eats, Freight, Other Bets and ATG and Other Technology Programs. The change in operating and reportable segments resulted in a reallocation of goodwill to ATG and Other Technology Programs as of December 31, 2018, as the goodwill was generated from previous acquisitions specifically supporting ATG operations . Refer to Note 14 - Segment Information and Geographic Information for further information. The following table presents the changes in the carrying value of goodwill by segment for the nine months ended September 30, 2019 (in millions) : Previously Reported Core Platform Previously Reported Other Bets Rides Eats Freight Other Bets ATG and Other Technology Programs Total Goodwill Balance as of December 31, 2018 $ 53 $ 100 $ — $ — $ — $ — $ — $ 153 Reallocation due to change in segments (53 ) (100 ) 25 13 — 100 15 — Acquisitions — — — — — — 14 14 Dispositions — — — — — — — — Balance as of September 30, 2019 $ — $ — $ 25 $ 13 $ — $ 100 $ 29 $ 167 |
Long-Term Debt and Revolving Cr
Long-Term Debt and Revolving Credit Arrangements | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Revolving Credit Arrangements | Note 8 - Long-Term Debt and Revolving Credit Arrangements Components of debt, including the associated effective interest rates were as follows ( in millions , except for percentages): As of December 31, 2018 September 30, 2019 Effective Interest Rate 2016 Senior Secured Term Loan $ 1,124 $ 1,116 6.1 % 2018 Senior Secured Term Loan 1,493 1,481 6.2 % 2021 Convertible Notes 1,844 — 23.5 % 2022 Convertible Notes 1,030 — 13.7 % 2023 Senior Note 500 500 7.7 % 2026 Senior Note 1,500 1,500 8.1 % 2027 Senior Note — 1,200 7.7 % Total debt 7,491 5,797 Less: unamortized discount and issuance costs (595 ) (59 ) Less: current portion of long-term debt (27 ) (27 ) Total long-term debt $ 6,869 $ 5,711 2016 Senior Secured Term Loan In July 2016, the Company entered into a secured term loan agreement with a syndicate of lenders to issue senior secured floating-rate term loans for a total of $1.2 billion in proceeds, net of debt discount of $23 million and debt issuance costs of $13 million , with a maturity date of July 2023 (the “ 2016 Senior Secured Term Loan ”). On June 13, 2018, the Company entered into an amendment to the 2016 Senior Secured Term Loan agreement which increased the effective interest rate to 6.1% on the outstanding balance of the 2016 Senior Secured Term Loan as of the amendment date. The maturity date for the 2016 Senior Secured Term Loan remains July 13, 2023 . The amendment qualified as a debt modification that did not result in an extinguishment except for an immaterial syndicated amount of the loan. The 2016 Senior Secured Term Loan is guaranteed by certain material domestic restricted subsidiaries of the Company. The 2016 Senior Secured Term Loan agreement contains customary covenants restricting the Company and certain of its subsidiaries’ ability to incur debt, incur liens and undergo certain fundamental changes, as well as certain financial covenants specified in the contractual agreement. The Company was in compliance with all covenants as of September 30, 2019 . The credit agreement also contains customary events of default. The loan is secured by certain intellectual property of the Company and equity of certain material foreign subsidiaries. The 2016 Senior Secured Term Loan also contains restrictions on the payment of dividends. 2018 Senior Secured Term Loan In April 2018, the Company entered into a secured term loan agreement with a syndicate of lenders to issue secured floating-rate term loans totaling $1.5 billion in proceeds, net of debt discount of $8 million and debt issuance costs of $15 million , with a maturity date of April 2025 (the “ 2018 Senior Secured Term Loan ”). The 2018 Senior Secured Term Loan was issued on a pari passu basis with the existing 2016 Senior Secured Term Loan . The debt discount and debt issuance costs are amortized to interest expense at an effective interest rate of 6.2% . The 2018 Senior Secured Term Loan is guaranteed by certain material domestic restricted subsidiaries of the Company. The 2018 Senior Secured Term Loan agreement contains customary covenants restricting the Company and certain of its subsidiaries’ ability to incur debt, incur liens and undergo certain fundamental changes, as well as certain financial covenants specified in the contractual agreement. The Company was in compliance with all covenants as of September 30, 2019 . The credit agreement also contains customary events of default. The loan is secured by certain intellectual property of the Company and equity of certain material foreign subsidiaries. The fair values of the Company’s 2016 Senior Secured Term Loan and 2018 Senior Secured Term Loan were $1.1 billion and $1.5 billion , respectively, as of September 30, 2019 and were determined based on quoted prices in markets that are not active, which is considered a Level 2 valuation input. 2021 and 2022 Convertible Notes During 2015, the Company issued convertible notes at par for a total of $1.7 billion in proceeds, net of $1 million in debt issuance costs, with an initial maturity date of January 2021 (the “ 2021 Convertible Notes ”) and convertible notes at par for a total of $949 million in proceeds, net of $0.1 million in debt issuance costs with an initial maturity date of June 2022 (the “ 2022 Convertible Notes ” collectively, the “ 2021 and 2022 Convertible Notes ”). The 2021 Convertible Notes contained various extension options triggered by the events defined in the note agreement and allowed the maturity date to be extended up to 2030 . For the 2022 Convertible Notes, the Company had the option to elect to extend the maturity date by one year if a material financial market disruption (as defined in the note agreement) existed at initial maturity. The interest rate for the 2021 Convertible Notes was 2.5% per annum, payable semi-annually in arrears. During the first four years from the issuance date, at the election of the holders, interest was to be paid in cash or by increasing the principal amount of the 2021 Convertible Notes by payment in kind (“ PIK interest ”). The holders had elected to receive PIK interest during the first four years . The interest rate increased to 12.5% during the last 2 years of the initial term of the 2021 Convertible Notes and was to be paid in cash at the election of the Company. The interest rate during the maturity extension period varied from 3.5% to 12.5% depending on the type of extension option elected. The interest rate for the 2022 Convertible Notes was 2.5% per annum, compounded semi-annually and payable in PIK interest . If no conversion or settlement event was triggered prior to the 2022 Convertible Notes ’ maturity, the 2022 Convertible Notes were to be redeemed at an 8.0% internal rate of return (“ IRR ”) either immediately or over a 3 -year period, at the Company’s election. The 8.0% IRR payout at maturity was incorporated into the effective interest rate calculation. On May 14, 2019 , the Company closed its IPO and the holders of 2021 and 2022 Convertible Notes elected to convert the outstanding notes into common stock. Refer to Note 1 - Basis of Presentation and Summary of Significant Accounting Policies for further information. The 2021 and 2022 Convertible Notes also contained other embedded features, such as conversion options that were exercisable upon the occurrence of various contingencies. The conversion options for the 2021 Convertible Notes involved a discount to the conversion price, which ranged from 18.0% to 30.5% increasing with the passage of time. The conversion options for the 2022 Convertible Notes involved a discount to the conversion price, which ranged from 8.1% to 44.5% increasing with the passage of time. All of the embedded features were analyzed to determine whether they should be bifurcated and separately accounted for as a derivative. Pursuant to such analysis, the Company valued and bifurcated the QIPO Conversion Option , which enabled the holders to convert their 2021 and 2022 Convertible Notes to the shares offered in a QIPO at a predefined discount from the public offering price, and recorded its initial fair value of $1.1 billion and $312 million , respectively, as a discount on the 2021 and 2022 Convertible Notes face amount. The debt discount for the 2021 and 2022 Convertible Notes was amortized to interest expense at an effective interest rate of 23.5% and 13.7% , respectively. The Company was amortizing the discount over the period until the initial maturity date of the respective notes. The fair value of the QIPO Conversion Option was determined in accordance with the methodology described in Note 3 - Investments and Fair Value Measurement , and the changes in fair value were recognized as a component of other income (expense), net in the condensed consolidated statements of operations . The Company recorded $80 million and $419 million of expense for the three and nine months ended September 30, 2018 , respectively, and $0 million of expense and $20 million of income for the three and nine months ended September 30, 2019 , respectively, related to the change in the fair value of the 2021 Convertible Notes embedded derivative liability, which was included in total other income (expense), net in the condensed consolidated statements of operations . The Company recorded $9 million and $72 million of expense for the three and nine months ended September 30, 2018 , respectively, and $0 million of expense and $38 million of income for the three and nine months ended September 30, 2019 , respectively, related to the change in the fair value of the 2022 Convertible Notes embedded derivative liability, which was included in total other income (expense), net in the condensed consolidated statements of operations . No value was attributed to other embedded features as they are triggered by events with a remote probability of occurrence. The agreements contained customary covenants that restricted the Company’s ability to, among other things, declare dividends or make certain distributions. 2023, 2026 and 2027 Senior Notes In October 2018 , the Company issued five -year notes with aggregate principal amount of $500 million due on November 1, 2023 and eight -year notes with aggregate principal amount of $1.5 billion due on November 1, 2026 (the “ 2023 and 2026 Senior Notes ”) in a private placement offering totaling $2.0 billion . The Company issued the 2023 and 2026 Senior Notes at par and paid approximately $9 million for debt issuance costs. The interest is payable semi-annually on May 1 and November 1 of each year at 7.5% per annum and 8.0% per annum, respectively, beginning on May 1, 2019 , and the entire principal amount is due at the time of maturity. In September 2019 , the Company issued eight - year notes with aggregate principal amount of $1.2 billion due on September 15, 2027 (the “ 2027 Senior Notes ”) in a private placement to qualified institutional buyers pursuant to Rule144A under the Securities Act . The Company issued the 2027 Senior Notes at par and paid approximately $11 million for debt issuance costs. The interest is payable semi-annually in arrears on March 15 and September 15 of each year at 7.5% per annum, beginning on March 15, 2020 , and the entire principal amount is due at the time of maturity. The 2023, 2026 and 2027 Senior Notes are guaranteed by certain material domestic restricted subsidiaries of the Company. The indentures governing the 2023, 2026 and 2027 Senior Notes contain customary covenants restricting the Company and certain of its subsidiaries’ ability to incur debt and incur liens, as well as certain financial covenants specified in the contractual agreements. The Company was in compliance with all covenants as of September 30, 2019 . The fair values of the Company’s 2023, 2026 and 2027 Senior Notes were $503 million , $1.5 billion , and $1.2 billion , respectively, as of September 30, 2019 and were determined based on quoted prices in markets that are not active, which is considered a Level 2 valuation input. The following table presents the amount of interest expense recognized relating to the contractual interest coupon, amortization of the debt discount and issuance costs, and the IRR payout with respect to the Senior Secured Term Loan, the Convertible Notes, and the Senior Notes for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Contractual interest coupon $ 59 $ 83 $ 148 $ 338 Amortization of debt discount and issuance costs 82 2 231 80 8% IRR payout 16 — 45 26 Total interest expense from long-term debt $ 157 $ 85 $ 424 $ 444 Revolving Credit Arrangements The Company has an unsecured revolving credit agreement with certain lenders, which provides for $2.3 billion in unsecured credit maturing on June 13, 2023 (“ Unsecured Revolving Credit Facility ”). In conjunction with the Company’s entry into the 2016 Senior Secured Term Loan , the revolving credit facility agreements were amended to include as collateral the same intellectual property of the Company and the same equity of certain material foreign subsidiaries that were pledged as collateral under the 2016 Senior Secured Term Loan . The credit facility may be guaranteed by certain material domestic restricted subsidiaries of the Company based on certain conditions. As of September 30, 2019 , no subsidiary met those conditions and, therefore, were not guarantors of the facility. The credit facility has a term of five years from the original execution date. The credit agreement contains customary covenants restricting the Company and certain of its subsidiaries’ ability to incur debt, incur liens, and undergo certain fundamental changes, as well as certain financial covenants specified in the contractual agreement. The credit agreement also contains customary events of default. The Unsecured Revolving Credit Facility also contains restrictions on the payment of dividends. As of September 30, 2019 , there was no balance outstanding on the Unsecured Revolving Credit Facility . Letters of Credit The Company’s insurance subsidiary maintains agreements for letters of credit to guarantee the performance of insurance related obligations that are collateralized by cash or investments of the subsidiary. For purposes of securing obligations related to leases and other contractual obligations, the Company also maintains an agreement for letters of credit, which is collateralized by the Company’s Unsecured Revolving Credit Facility and reduces the amount of credit available. As of December 31, 2018 and September 30, 2019 , the Company had letters of credit outstanding of $470 million and $561 million , respectively, of which the letters of credit that reduced the available credit under the Unsecured Revolving Credit Facility were $166 million and $204 million , respectively. |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets and Liabilities Held for Sale | Note 9 - Assets and Liabilities Held for Sale Lion City Rentals In December 2017, the Company started exploring strategic options for the sale of Lion City Rentals Pte. Ltd. (“LCR”), a wholly-owned vehicle solutions subsidiary of the Company based in Singapore. The Company entered into a definitive agreement with ComfortDelGro (“Comfort”) and initiated all other actions required to complete the plan to sell the business and concluded that as of December 31, 2017, the transaction met all of the held for sale criteria. In May 2018, the agreement with Comfort was terminated without penalties. The Company remained committed to its plan to sell LCR and continued to present the assets and liabilities as held for sale as of December 31, 2018. In January 2019, an agreement was executed with Waydrive Holdings Pte. Ltd. (“Waydrive”) to purchase the LCR business, specifically 100% of the equity interests of LCR and its subsidiary LCRF Pte. Ltd. (“LCRF”). Fair value of consideration received included $310 million of cash for the assets and liabilities of LCR and LCRF and up to $33 million of contingent consideration receivable for certain VAT receivables and receivables from certain commercial counterparties. The resulting gain on disposal was not material to the Company. The transaction closed on January 25, 2019. The LCR business was included within the Company’s Rides segment. The following table summarizes the carrying values of the assets and liabilities classified as held for sale as of December 31, 2018 (in millions) : As of December 31, 2018 Assets held for sale Cash and cash equivalents $ 34 Accounts receivable, net 20 Prepaid expenses and other current assets 30 Property and equipment, net 322 Total assets held for sale 406 Liabilities held for sale Accounts payable 2 Accrued liabilities 2 Other current liabilities 7 Total liabilities held for sale 11 Net assets held for sale $ 395 |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Statement Information | Note 10 - Supplemental Financial Statement Information Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Prepaid expenses $ 265 $ 466 Other receivables 416 581 Other 179 269 Prepaid expenses and other current assets $ 860 $ 1,316 Accrued and Other Current Liabilities Accrued and other current liabilities as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Accrued legal, regulatory and non-income taxes $ 1,134 $ 1,432 Accrued Partner liability 459 552 Accrued professional and contractor services 298 338 Accrued compensation and employee benefits 261 352 Accrued marketing expenses 152 89 Other accrued expenses 160 340 Income and other tax liabilities 157 174 Government and airport fees payable 104 153 Short-term finance lease obligation for computer equipment 110 130 Other 322 466 Accrued and other current liabilities $ 3,157 $ 4,026 Other Long-Term Liabilities Other long-term liabilities as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Convertible debt embedded derivatives $ 2,018 $ — Deferred tax liabilities 1,072 1,038 Financing obligation 436 79 Income tax payable 80 71 Other 466 240 Other long-term liabilities $ 4,072 $ 1,428 Accumulated Other Comprehensive Income (Loss) The changes in composition of accumulated other comprehensive income (loss), net of tax, for the nine months ended September 30, 2018 and 2019 were as follows (in millions) : Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2017 $ (3 ) $ — $ (3 ) Other comprehensive income (loss) before reclassifications (219 ) 42 (177 ) Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) (219 ) 42 (177 ) Balance as of September 30, 2018 $ (222 ) $ 42 $ (180 ) Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2018 $ (228 ) $ 40 $ (188 ) Other comprehensive income (loss) before reclassifications 3 — 3 Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) 3 — 3 Balance as of September 30, 2019 $ (225 ) $ 40 $ (185 ) Other Income (Expense), Net The components of other income (expense), net, for the three and nine months ended September 30, 2018 and 2019 were as follows (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Interest income $ 27 $ 76 $ 69 $ 184 Foreign currency exchange gains (losses), net (18 ) 8 (42 ) — Gain on business divestitures (1) 7 — 3,208 — Gain (loss) on debt and equity securities, net (2) — (13 ) 1,984 1 Change in fair value of embedded derivatives (89 ) — (491 ) 58 Gain on extinguishment of convertible notes and settlement of derivatives — — — 444 Other 19 (22 ) 218 20 Other income (expense), net $ (54 ) $ 49 $ 4,946 $ 707 (1) During the nine months ended September 30, 2018 , gain on business divestitures primarily included a $2.2 billion gain on the sale of the Company’s Southeast Asia operations to Grab Holding Inc. (“Grab”) and a $954 million gain on the disposal of the Company’s Uber Russia/CIS operations recognized in the first quarter of 2018 . On March 25, 2018, two wholly-owned subsidiaries of the Company signed and completed an agreement with Grab pursuant to which Grab hired employees and acquired certain assets of the Company in the region, including Rider, Drivers, and Eater contracts in Southeast Asia. The net assets contributed by the Company were not material. In exchange, the Company received shares of Grab Series G preferred stock which were recorded at fair value as additional sale consideration. Refer to Note 4 - Equity Method Investments for more information on the disposal of the Company's Uber Russia/CIS operations. (2) During the nine months ended September 30, 2018 , gain (loss) on debt and equity securities, net represented a $2.0 billion unrealized gain on the Company’s non-marketable equity securities related to Didi recognized in the first quarter of 2018 . Refer to Note 3 - Investments and Fair Value Measurement for further information. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) | Note 11 - Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) Redeemable Convertible Preferred Stock As of December 31, 2018, there were warrants to purchase 150,071 shares of Series E redeemable convertible preferred stock and 922,655 shares of Series G redeemable convertible preferred stock outstanding. During the first quarter of 2019, the warrant to purchase Series G redeemable convertible preferred stock was exercised in full and the fair value of the warrant was reclassified to redeemable convertible preferred stock. During the second quarter of 2019, the warrant to purchase Series E redeemable convertible preferred stock was exercised and automatically converted to shares of common stock as a result of the IPO. Upon closing of the IPO, all shares of the Company’s outstanding redeemable convertible preferred stock automatically converted into 905 million shares of common stock. The Company’s board of directors has the authority to issue up to 10 million shares of preferred stock and to determine the price, rights, preferences, privileges and restrictions, including voting rights, of those shares without any further vote or action by the stockholders. As of September 30, 2019 , there was no preferred stock issued and outstanding. PayPal, Inc. (“PayPal”) Private Placement On May 16, 2019, the Company closed a private placement by PayPal, Inc. in which it issued and sold 11 million shares of its common stock at a purchase price of $45.00 per share and received aggregate proceeds of $500 million . Additionally, PayPal and the Company agreed to extend their global partnership, including a commitment to jointly explore certain commercial collaborations. Restricted Common Stock The Company has granted restricted common stock to certain continuing employees, primarily in connection with acquisitions. Vesting of this stock may be dependent on a combination of service and performance conditions that become satisfied upon the occurrence of a qualifying event. The Company has the right to repurchase shares for which the vesting conditions are not satisfied. The following table summarizes the activity related to the Company’s restricted common stock for the nine months ended September 30, 2019 (in thousands, except per share amounts): Number of Shares Weighted-average Grant-Date Fair Value per Share Unvested restricted common stock as of December 31, 2018 898 $ 34.81 Vested (485 ) $ 34.84 Canceled and forfeited (61 ) $ 34.57 Unvested restricted common stock as of September 30, 2019 352 $ 34.77 Equity Incentive Plans The Company maintains two equity incentive plans: the 2013 Equity Incentive Plan (“ 2013 Plan ”) and the 2010 Stock Plan (“ 2010 Plan ” and collectively, “ Plans ”). The 2013 Plan serves as the successor to the 2010 Plan and provides for the issuance of incentive stock options (“ISOs”), nonqualified stock options (“NSOs”), stock appreciation rights (“ SARs ”), restricted stock and RSUs to employees, consultants and advisors of the Company. In January 2019, the Company’s board of directors approved an amendment to the 2013 Plan to increase the number of shares of common stock reserved for issuance by 85 million shares, for a total of 293 million shares reserved. In March 2019, the Company’s board of directors adopted the 2019 Equity Incentive Plan (“2019 Plan”). The 2019 Plan was approved in April 2019 with 130 million shares of common stock reserved for future issuance. The 2019 Plan became effective on May 9, 2019 the date of the underwriting agreement between the Company and the underwriters for the IPO. The 2019 Plan is the successor to the 2013 Plan. The number of shares of the Company’s common stock available for issuance under the 2019 Plan automatically increases on January 1 of each year, for a period of not more than ten years , commencing on January 1, 2020 and ending on (and including) January 1, 2029 by the lesser of (a) 5% of the total number of the shares of common stock outstanding on December 31 of the immediately preceding calendar year, and (b) such number of shares determined by the Company’s board of directors. The Company’s 2019 Plan provides for the grant of ISOs, NSOs, SARs, restricted stock awards, RSUs, performance-based awards, and other awards (that are based in whole or in part by reference to the Company’s common stock) (collectively, “awards”). ISOs may be granted only to the Company’s employees, including the Company’s officers, and the employees of any parent or subsidiary. All other awards may be granted to the Company’s employees, including the Company’s officers, the Company’s non-employee directors and consultants, and the employees and consultants of the Company’s affiliates. Stock Option and SAR Activity A summary of stock option and SAR activity for the nine months ended September 30, 2019 is as follows (in millions, except share amounts which are reflected in thousands, per share amounts, and years): SARs Outstanding Number of SARs Options Outstanding Number of Shares Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value As of December 31, 2018 758 42,936 $ 9.22 5.74 $ 1,456 Granted 86 250 $ 43.00 Exercised — (1,272 ) $ 2.55 Canceled and forfeited (13 ) (1,382 ) $ 33.19 As of September 30, 2019 831 40,532 $ 8.89 4.89 $ 934 Vested and expected to vest as of September 30, 2019 648 35,145 $ 4.58 4.63 $ 933 Exercisable as of September 30, 2019 648 35,145 $ 4.58 4.63 $ 933 RSU Activity The following table summarizes the activity related to the Company’s RSUs for the nine months ended September 30, 2019 . For purposes of this table, vested RSUs represent the shares for which the service condition had been fulfilled during nine months ended September 30, 2019 (in thousands, except per share amounts): Number of Shares Weighted-Average Unvested and outstanding as of December 31, 2018 75,835 $ 37.20 Granted 52,859 $ 43.67 Vested (27,255 ) $ 37.38 Canceled and forfeited (10,440 ) $ 40.40 Unvested and outstanding as of September 30, 2019 90,999 $ 42.47 Stock-Based Compensation Expense Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. The following table summarizes total stock-based compensation expense by function for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Operations and support $ 4 $ 26 $ 11 $ 431 Sales and marketing 2 16 6 229 Research and development 49 262 60 2,822 General and administrative 9 97 70 871 Total $ 64 $ 401 $ 147 $ 4,353 During the nine months ended September 30, 2018 , the Company modified the terms of stock-based awards for certain employees upon their termination or change in employment status. The Company recorded incremental stock-based compensation cost in relation to the modification of stock-based awards of $52 million during the nine months ended September 30, 2018 . As of September 30, 2019 , there was $2.4 billion of unamortized compensation costs related to all unvested awards. The unamortized compensation costs are expected to be recognized over a weighted-average period of approximately 2.4 years . The Company has granted RSAs, RSUs, SARs, and stock options that vest only upon the satisfaction of both time-based service and performance-based conditions. Through May 9, 2019 , no stock-based compensation expense had been recognized for such awards with a performance condition based on the occurrence of a qualifying event (such as an IPO), as such qualifying event was not probable. Upon the Company’s IPO, the Company recognized $3.6 billion of stock-based compensation expense related to such awards. To meet the related tax withholding requirements, the Company withheld 29 million of the 76 million shares of common stock issued. The 29 million shares of common stock withheld for taxes were returned to the shares reserved for future issuance under the Company’s 2019 Plan. Based on the IPO public offering price of $45.00 per share, the tax withholding obligation was $1.3 billion . For additional information related to the Company’s IPO, refer to Note 1 - Basis of Presentation and Summary of Significant Accounting Policies . The tax benefits recognized in income for stock-based compensation arrangements were not material during the three and nine months ended September 30, 2018 and 2019 , respectively. 2019 Employee Stock Purchase Plan In March 2019, the Company’s board of directors adopted the Company’s Employee Stock Purchase Plan (“ESPP”), and in April 2019, the Company’s stockholders approved its ESPP. The ESPP became effective on May 9, 2019, the date of the underwriting agreement between the Company and the underwriters for the IPO. There are 25 million shares of common stock reserved for issuance under the ESPP. The number of shares of the Company’s common stock available for issuance under the ESPP automatically increases on January 1 of each year, beginning in 2020 and continuing through 2029, by the lesser of (a) 1.0% of the total number of shares of common stock outstanding on December 31 of the immediately preceding calendar year, and (b) 25,000,000 shares. However, the Company’s board of directors or compensation committee may reduce the amount of the increase in any particular year. The stock-based compensation expense recognized for the ESPP was not material during the three and nine months ended September 30, 2019 . |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12 - Income Taxes The Company computes its quarterly income tax expense/(benefit) by using a forecasted annual effective tax rate and adjusts for any discrete items arising during the quarter. The Company recorded an income tax expense of $1 million and $605 million for the three and nine months ended September 30, 2018 , respectively, and an income tax expense of $3 million and $20 million for the three and nine months ended September 30, 2019 , respectively. During the three months ended September 30, 2018 , income tax expense was primarily driven by current tax on foreign earnings partially offset by the benefit of U.S. losses. During the nine months ended September 30, 2018 , income tax expense was primarily driven by deferred U.S. tax expense related to the Company’s investment in Didi and Grab, deferred China tax related to the Company’s investment in Didi, and to a lesser extent, the benefit of U.S. losses and current tax on foreign earnings. During the three and nine months ended September 30, 2019 , income tax expense was primarily driven by current tax on foreign earnings offset by a partial benefit from U.S. losses. The primary differences between the effective tax rate and the federal statutory tax rate are due to the valuation allowance on the Company’s U.S. and Netherlands’ deferred tax assets and foreign tax rate differences. In March 2019, the Company initiated a series of transactions resulting in changes to its international legal structure, including a redomiciliation of a subsidiary to the Netherlands and a transfer of certain intellectual property rights among wholly owned subsidiaries, primarily to align its structure to its evolving operations. The redomiciliation resulted in a step-up in the tax basis of intellectual property rights and a correlated increase in foreign deferred tax assets in an amount of $6.1 billion , net of a reserve for uncertain tax positions of $1.3 billion . Based on available objective evidence, management believes it is not more-likely-than-not that these additional foreign deferred tax assets will be realizable as of September 30, 2019 and, therefore, are offset by a full valuation allowance to the extent not offset by reserves from uncertain tax positions. During the nine months ended September 30, 2019 , the amount of gross unrecognized tax benefits increased by $1.3 billion , of which substantially all, if recognized, would not affect the annual effective tax rate as these unrecognized tax benefits would increase deferred tax assets that would be subject to a full valuation allowance. In the second quarter of 2019, the Company settled the IRS audit for the tax years 2013 and 2014. The settlement resulted in a reduction of unrecognized tax benefits of $141 million , which did not affect the annual effective tax rate, as these unrecognized tax benefits decreased deferred tax assets that were subject to a full valuation allowance. The Company is subject to taxation in the U.S. and various state and foreign jurisdictions. The Company is also under routine examination by various state and foreign tax authorities. The Company believes that adequate amounts have been reserved in these jurisdictions. To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by federal, state or foreign tax authorities to the extent utilized in a future period. For the Company’s major tax jurisdictions, the tax years 2010 through 2019 remain open; the major tax jurisdictions are the U.S., Brazil, Netherlands, Mexico, United Kingdom, Australia, Singapore, and India. Although the timing of the resolution and/or closure of audits is highly uncertain, it is reasonably possible that the balance of gross unrecognized tax benefits could significantly change in the next 12 months. Given the number of years remaining subject to examination and the number of matters being examined, the Company is unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. In the event the Company experiences an ownership change within the meaning of Section 382 of the Internal Revenue Code (“IRC”), the Company’s ability to utilize net operating losses, tax credits and other tax attributes may be limited. The most recent analysis of the Company’s historical ownership changes was completed through September 30, 2019 . Based on the analysis, the Company does not anticipate a current limitation on the tax attributes. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Note 13 - Net Income (Loss) Per Share The following table sets forth the computation of basic and diluted net income (loss) per share attributable to common stockholders (in millions, except share amounts which are reflected in thousands, and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Basic net income (loss) per share: Numerator Net income (loss) including non-controlling interests $ (994 ) $ (1,159 ) $ 1,876 $ (7,421 ) Less: net income (loss) attributable to non-controlling interests, net of tax 8 (3 ) 8 11 Less: noncumulative dividends to preferred stockholders — — (1,091 ) — Less: undistributed earnings to participating securities — — (533 ) — Net income (loss) attributable to common stockholders $ (986 ) $ (1,162 ) $ 260 $ (7,410 ) Denominator Basic weighted-average common stock outstanding 445,783 1,700,213 441,301 1,092,241 Basic net income (loss) per share attributable to common stockholders (1) $ (2.21 ) $ (0.68 ) $ 0.59 $ (6.79 ) Diluted net income (loss) per share: Numerator Net income (loss) attributable to common stockholders $ (986 ) $ (1,162 ) $ 260 $ (7,410 ) Add: Change in fair value of MLU B.V. put/call feature — — (10 ) — Diluted net income (loss) attributable to common stockholders $ (986 ) $ (1,162 ) $ 250 $ (7,410 ) Denominator Number of shares used in basic net income (loss) per share computation 445,783 1,700,213 441,301 1,092,241 Weighted-average effect of potentially dilutive securities: Common stock subject to a put/call feature — — 462 — Stock options — — 34,165 — RSUs to settle fixed monetary awards — — 1,215 — Other — — 449 — Diluted weighted-average common stock outstanding 445,783 1,700,213 477,592 1,092,241 Diluted net income (loss) per share attributable to common stockholders (1) $ (2.21 ) $ (0.68 ) $ 0.52 $ (6.79 ) (1) Per share amounts are calculated using unrounded numbers and therefore may not recalculate. On May 14, 2019 , the Company completed its IPO, in which it issued and sold 180 million shares of its common stock at a price of $45.00 per share. On that date, all of the Company’s outstanding redeemable convertible preferred stock automatically converted into 905 million shares of common stock, and the holders of the 2021 Convertible Notes and the 2022 Convertible Notes elected to convert the outstanding notes into common stock, resulting in the issuance of 94 million shares of common stock. These shares were included in the Company’s issued and outstanding common stock starting on that date. Refer to Note 1 - Basis of Presentation and Summary of Significant Accounting Policies for further information. The following potentially dilutive outstanding securities were excluded from the computation of diluted net income (loss) per share because their effect would have been anti-dilutive for the periods presented, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Redeemable convertible preferred stock 893,354 — 893,354 — Convertible notes 200,595 — 200,595 — Stock options 43,240 40,532 8,690 40,532 Restricted common stock with performance condition 1,640 — 1,640 — Common stock subject to repurchase 7,340 827 7,196 828 Warrants to purchase redeemable convertible preferred stock 1,073 — 1,073 — SARs 712 — 712 — RSUs to settle fixed monetary awards 1,256 325 582 325 RSUs 123,927 91,284 122,763 91,284 Shares committed under ESPP — 5,012 — 5,012 Shares in escrow 459 — — — Warrants to purchase common stock 242 187 127 187 Total 1,273,838 138,167 1,236,732 138,168 |
Segment Information and Geograp
Segment Information and Geographic Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information and Geographic Information | Note 14 - Segment Information and Geographic Information The Company determined its operating segments based on how the CODM manages the business, allocates resources, makes operating decisions and evaluates operating performance. During the third quarter of 2019, following a number of leadership and organizational changes, the CODM changed how he assesses performance and allocates resources to a more disaggregated level in order to optimize utilization of the Company’s platform as well as manage research and development of new technologies. Based on this change, in the third quarter of 2019, the Company determined it has five operating and reportable segments and revised prior comparative periods to conform to the current period segment presentation. The Company’s five segments are as follows: Segment Description Rides The Rides products connect consumers with Drivers who provide rides in a variety of vehicles, such as cars, auto rickshaws, motorbikes, minibuses, or taxis. Rides also includes activity related to our Uber for Business ("U4B"), Financial Partnerships, and Vehicle Solutions offerings. Eats The Eats offering allows consumers to search for and discover local restaurants, order a meal, and either pick-up at the restaurant or have the meal delivered. Freight Freight connects carriers with shippers on the Company’s platform, and gives carriers upfront, transparent pricing and the ability to book a shipment. Other Bets The Other Bets segment consists of multiple investment stage offerings. The largest investment within the segment is the Company’s New Mobility offering that refers to products that provide consumers with access to rides through a variety of modes, including dockless e-bikes and e-scooters. It also includes Transit, UberWorks and the Company’s Incubator group. ATG and Other Technology Programs The ATG and Other Technology Programs segment is responsible for the development and commercialization of autonomous vehicle and ridesharing technologies, as well as Uber Elevate. For information about how the Company’s reportable segments derive revenue, refer to Note 2 - Revenue . The Company’s segment operating performance measure is segment adjusted EBITDA. The CODM does not evaluate operating segments using asset information and, accordingly, the Company does not report asset information by segment . The Company’s segment adjusted EBITDA measures replace what was previously reported as contribution profit (loss) and maintain the same definition. Previously reported Core Platform contribution profit (loss) is the sum of Rides adjusted EBITDA and Eats adjusted EBITDA, and previously reported Other Bets contribution profit (loss) is the sum of Freight adjusted EBITDA and Other Bets adjusted EBITDA. Segment adjusted EBITDA is defined as revenue less the following expenses: cost of revenue, operations and support, sales and marketing, and general and administrative and research and development expenses associated with the Company’s segments. Segment adjusted EBITDA also excludes any non-cash items or items that management does not believe are reflective of the Company’s ongoing core operations (as shown in the table below). The following table provides information about the Company’s segments and a reconciliation of the total segment adjusted EBITDA to loss from operations (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Segment adjusted EBITDA: Rides $ 416 $ 631 $ 1,346 $ 1,329 Eats (189 ) (316 ) (323 ) (911 ) Freight (31 ) (81 ) (79 ) (162 ) Other Bets (12 ) (72 ) (12 ) (184 ) ATG and Other Technology Programs (132 ) (124 ) (432 ) (369 ) Total segment adjusted EBITDA 52 38 500 (297 ) Reconciling items: Corporate G&A and Platform R&D (1), (2) (501 ) (623 ) (1,403 ) (1,813 ) Depreciation and amortization (131 ) (102 ) (317 ) (371 ) Stock-based compensation expense (64 ) (401 ) (147 ) (4,353 ) Legal, tax, and regulatory reserve changes and settlements (56 ) 27 (308 ) (353 ) Driver appreciation award — — — (299 ) Payroll tax on IPO stock-based compensation — — — (86 ) Asset impairment/loss on sale of assets (54 ) — (167 ) (8 ) Acquisition and financing related expenses — — (15 ) — Gain on restructuring of lease arrangement — — 4 — Impact of 2018 Divested Operations (1), (3) (9 ) — (127 ) — Restructuring charges — (45 ) — (45 ) Loss from operations $ (763 ) $ (1,106 ) $ (1,980 ) $ (7,625 ) (1) Excluding stock-based compensation expense. (2) Includes costs that are not directly attributable to the Company’s reportable segments. Corporate G&A also includes certain shared costs such as finance, accounting, tax, human resources, information technology and legal costs. Platform R&D also includes mapping and payment technologies and support and development of the internal technology infrastructure. The Company’s allocation methodology is periodically evaluated and may change. (3) Defined as the Company’s 2018 operations in (i) Southeast Asia prior to the sale of those operations to Grab and (ii) Russia/CIS prior to the formation of the Company’s Yandex.Taxi joint venture. Geographic Information Revenue by geography is based on where the trip or shipment was completed or meal delivered. The following table sets forth revenue by geographic area for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 United States $ 1,621 $ 2,250 $ 4,420 $ 5,866 Brazil 240 252 797 649 All other countries 1,083 1,311 3,079 3,563 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 Revenue grouped by offerings is included in Note 2 - Revenue . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 15 - Commitments and Contingencies Purchase Commitments The Company has commitments for network and cloud services, background checks, and other items in the ordinary course of business with varying expiration terms through 2022 . These amounts are determined based on the non-cancelable quantities or termination amounts to which the Company is contractually obligated. As of September 30, 2019 , there were no material changes to the Company’s purchase commitments disclosed in the financial statements included in the Prospectus . Contingencies From time to time, the Company may be a party to various claims, non-income tax audits and litigation in the normal course of business. As of December 31, 2018 and September 30, 2019 , the Company had recorded aggregate liabilities of $1.1 billion and $1.4 billion , respectively, in accrued and other current liabilities on the condensed consolidated balance sheets for all of its legal, regulatory and non-income tax matters that were probable and reasonably estimable. The Company is currently party to various legal and regulatory matters that have arisen in the normal course of business and include, among others, alleged independent contractor misclassification claims, Fair Credit Reporting Act (“FCRA”) claims, background check violations, consumer and driver class actions relating to pricing and advertising, unfair competition matters, intellectual property disputes, employment discrimination and other employment-related claims, Telephone Consumer Protection Act (“TCPA”) cases, Americans with Disabilities Act (“ADA”) cases, data and privacy matters, securities litigation, and other matters. In connection with the enactment of California State Assembly Bill 5 ("AB5"), the Company has received and expects to continue to receive an increased number of claims by or on behalf of Drivers that Drivers have been misclassified as independent contractors rather than employees. With respect to the Company’s outstanding legal and regulatory matters, based on its current knowledge, the Company believes that the amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on the Company’s business, financial position, results of operations, or cash flows. However, the outcome of such legal matters is inherently unpredictable and subject to significant uncertainties. O’Connor, et al., v. Uber Technologies, Inc. and Yucesoy v. Uber Technologies, Inc., et al. O’Connor and Yucesoy are two putative class actions that assert various independent contractor misclassification claims brought on behalf of certain Drivers in California and Massachusetts, respectively. The two cases were consolidated and both are pending in the United States District Court for the Northern District of California. Filed on August 16, 2013 in the United States District Court for the Northern District of California, the O’Connor action is a class action against the Company on behalf of all Drivers who contracted with the Company in California between 2009 and February 28, 2019 and seeks damages for tips and business expense reimbursement based on alleged independent contractor misclassification and unfair competition. The O’Connor action was stayed in the trial court pending the outcome of appeals before the Ninth Circuit Court of Appeals regarding the trial court’s orders denying the Company’s motions to compel arbitration, order certifying the class action, and order enjoining the Company’s enforcement of its arbitration agreement. The Ninth Circuit issued its rulings on those appeals on September 25, 2018, finding that the Company’s arbitration agreements were enforceable and accordingly, decertified the O’Connor class and remanded the case to the district court for further proceedings. Filed on June 2, 2014 in the Massachusetts Suffolk County Superior Court, the Yucesoy action is a class action against the Company on behalf of all Drivers in Massachusetts and seeks damages based on independent contractor misclassification, tips law violations and tortious interference with contractual and/or advantageous relations. Plaintiffs filed an amended complaint in the Yucesoy action on March 30, 2018 adding new class representatives, to which the Company filed a motion to compel arbitration and/or dismiss the action on April 26, 2018. On March 11, 2019, the parties entered into a Settlement Agreement which provides that the Company will pay $20 million to settle the O’Connor and Yucesoy actions. The proposed settlement does not require the Company to start classifying Drivers as employees in California or Massachusetts and does not include those Drivers who are subject to arbitration. Plaintiffs filed a motion with the United States District Court for the Northern District of California seeking court approval of the settlement agreement. The motion for preliminary approval of the parties’ settlement agreement was heard on March 21, 2019, and preliminary approval was granted subject to certain conditions. Final approval of the settlement occurred on August 29, 2019. In May 2019, the Company reached agreements to resolve independent contractor misclassification claims of Drivers in California and Massachusetts that have filed (or expressed an intention to file) arbitration demands. Under the agreements, certain Drivers are eligible for settlement payments, subject to a threshold number of the covered Drivers entering into individual settlement agreements. The Company anticipates the aggregate amount of payments to Drivers under these individual settlement agreements, together with attorneys’ fees, will fall within an approximate range of $146 million to $170 million , of which approximately $142 million has been paid as of September 30, 2019 . State Unemployment Taxes In December 2016, following an audit opened in 2014 investigating whether Drivers were independent contractors or employees, the Company received a Notification of Assessment from the Employment Development Department, State of California, for payroll tax liabilities. The notice retroactively imposed various payroll tax liabilities on the Company, including unemployment insurance, employment training tax, state disability insurance, and personal income tax. The Company has filed a petition with an administrative law judge of the California Unemployment Insurance Appeals Board appealing the assessment. Google v. Levandowski & Ron; Google v. Levandowski On October 28, 2016, Google filed arbitration demands against each of Anthony Levandowski and Lior Ron, former employees of Google, alleging breach of their respective employment agreements with Google, fraud and other state law violations (due to soliciting Google employees and starting a new venture to compete with Google’s business in contravention of their respective employment agreements). Google seeks damages, injunctive relief, and restitution. The arbitration hearing was held from April 30 to May 11, 2018. On March 26, 2019, the arbitration panel issued an interim award, finding against each of Google’s former employees and awarding $127 million against Anthony Levandowski and $1 million for which both Anthony Levandowski and Lior Ron are jointly and severally liable. In July 2019, Google submitted briefing on its request for interest, attorneys fees, and costs related to these claims. The panel’s final award is expected by December 24, 2019. Pursuant to a contractual obligation, Uber is indemnifying both employees with respect to certain claims. Whether Uber is ultimately responsible for such indemnification, however, depends on the exceptions and conditions set forth in the indemnification agreement. The ultimate resolution of the matter could result in a possible loss of up to $65 million or more (depending on the date of the final award) in excess of the amount accrued. Uber is not a party to either of these arbitrations. Taiwan Regulatory Fines Prior to the Company adjusting and re-launching its operating model in April 2017 to a model where government-approved rental companies provide transport services to Riders, Drivers in Taiwan and Uber Taiwan have been fined by Taiwan’s Ministry of Transportation and Communications in significant numbers across Taiwan. On January 6, 2017, a new Highways Act came into effect in Taiwan which increased maximum fines from New Taiwan Dollar (“NTD”) 150,000 to NTD 25 million per offense. The Company suspended its service in Taiwan from February 10, 2017 to April 12, 2017, but a number of these fines were issued to Uber Taiwan in connection with rides that took place in January and February 2017 prior to the suspension. These fines have remained outstanding while Uber appeals the tickets through the courts. Beginning in July 2018, the Taiwan Supreme Court issued a number of positive rulings in which it rejected the government’s approach of issuing one ticket per ride. The Taiwan government continues to appeal these rulings to the Supreme Court. Copenhagen Criminal Prosecution In May 2017, the Danish police announced that they would use tax data about Drivers obtained from the Dutch tax authorities to prosecute Drivers for unlicensed taxi traffic. The tax data covers calendar years 2015 and prior. The prosecutor indicted four Drivers as test cases which have been heard by the Copenhagen City Court, the Appeal Court and finally the Supreme Court. In addition, on October 6, 2017, the Company has been preliminary charged with aiding and abetting illegal taxi traffic in 2015. In September 2018, the Danish Supreme Court ruled on these test cases that the Drivers were carrying out illegal taxi operations and fined them in the total amount of their earnings from performing ridesharing services. The Court also confirmed that the use of the relevant tax data obtained from the Dutch tax authorities was validly used as evidence in the prosecutions and was used to assess the fines payable. In January 2018, the Company received another request from the Danish tax authorities through the Dutch tax authorities to disclose tax data about Drivers for years 2016 and 2017. Such tax data for years 2016 to 2017 has subsequently been provided by the Company to the Danish tax authorities. On May 29, 2018, the Company received another set of indictment papers from the Danish prosecutor. On February 19, 2019, the Company was informed by the Danish prosecutor that it has issued a request for legal aid to the Danish prosecutor to serve additional indictment papers, relating to the Company’s activity in Denmark in 2016 and 2017. On May 13, 2019, the Company was notified by the Dutch tax authorities that data related to the Company’s activity in Denmark in 2016 and 2017 could not be used by Danish authorities for the purpose of attempting to establish fraud in connection with taxi licenses. The Company has not operated these services in Denmark since 2017 and currently does not have operations in Denmark. Malden Transportation v. Uber Technologies, Inc. Seven consolidated actions were filed in the United District Court for the District of Massachusetts by taxi medallion owners Malden Transportation, Inc., Anoush Cab, Inc., Dot Ave Cab, Inc., Gill & Gill, Inc., Max Luc Taxi, Inc., Sycoone Taxi, Inc., Taxi Maintenance, Inc. in late 2016 and early 2017 against the Company alleging unfair competition violations (on the grounds that the Company failed to comply with local taxi laws), as well as state and federal antitrust violations (on the grounds that the Company prices trips below cost in order to achieve a monopoly). Antitrust claims were dismissed, but the unfair competition claims remained. On May 15, 2019, Uber reached a tentative settlement with the plaintiffs in six of the seven actions, which is now finalized as to all but two plaintiffs. A bench trial of the seventh action (Anoush Cab, Inc.) began on July 18, 2019 and concluded on August 2, 2019. On September 6, 2019, the Court issued a complete defense verdict, resolving that trial in the Company’s favor and finding no liability. On October 4, 2019, the Anoush plaintiffs filed a notice of appeal. Swiss Social Security Reclassification Several Swiss government bodies currently classify Drivers as employees of Uber Switzerland, Rasier Operations B.V. or of Uber B.V. for social security or regulatory purposes. A number of such decisions have been made by these governmental bodies. The Company is challenging each of them. The Cantonal Court of Zurich issued a ruling with regard to certain test cases on July 20, 2018. The court canceled the decisions on the grounds that certain decisions were made against the Company’s Swiss local entity without proof that there is a contractual relationship between the Company’s Swiss local entity and the Drivers (who actually contract with Uber B.V.). This ruling was not appealed and the Swiss governmental bodies continue to investigate the identity of the employer. On July 5, 2019, the Swiss governmental bodies issued four decisions by which they reclassified four drivers as Uber B.V. and Rasier Operations B.V. employees and consider that Uber Switzerland should pay social security contributions. On August 19, 2019, Uber B.V. and Rasier Operations B.V. were notified of SVA Zurich’s decision to reclassify Drivers in 2014 as employees of these entities. The Company has appealed those decisions. Further, another Swiss governmental body ruled on October 30, 2019 that Uber B.V. should be qualified as a transportation company based on the view that Uber B.V. is the employer of Drivers. The Company will appeal this decision. The Company’s chances of success on the merits are still uncertain and any possible loss or range of loss cannot be estimated. Non-Income Tax Matters The Company recorded an estimated liability for contingencies related to non-income tax matters and is under audit by various domestic and foreign tax authorities with regard to such matters. The subject matter of these contingent liabilities and non-income tax audits primarily arises from the Company’s transactions with its Drivers, as well as the tax treatment of certain employee benefits and related employment taxes. In jurisdictions with disputes connected to transactions with Drivers, disputes involve the applicability of transactional taxes (such as sales, value added and similar taxes) to services provided, as well as the applicability of withholding tax on payments made to such Drivers. For example, the Company is involved in a proceeding in the UK involving HMRC, the tax regulator in the UK, which is seeking to classify the Company as a transportation provider. Being classified as a transportation provider would result in a VAT ( 20% ) on Gross Bookings or on the service fee that the Company charges Drivers, both retroactively and prospectively. Further, if Drivers are determined to be workers, they may be entitled to additional benefits and payments, and the Company may be subject to penalties, back taxes, and fines. The Company believes that the position of HMRC and the regulators in similar disputes and audits is without merit and is defending itself vigorously. The Company’s estimated liability is inherently subjective due to the complexity and uncertainty of these matters and the judicial processes in certain jurisdictions, therefore, the final outcome could be different from the estimated liability recorded. Other Legal and Regulatory Matters The Company has been subject to various government inquiries and investigations surrounding the legality of certain of the Company’s business practices, compliance with global regulatory requirements, such as antitrust and Foreign Corrupt Practices Act requirements, data protection and privacy laws, the adequacy of disclosures to investors and other shareholders, and the infringement of certain intellectual property rights. The Company has investigated many of these matters and is implementing a number of recommendations to its managerial, operational and compliance practices, as well as seeking to strengthen its overall governance structure. In many cases, the Company is unable to predict the outcomes and implications of these inquiries and investigations on the Company’s business which could be time consuming, costly to investigate and require significant management attention. Furthermore, the outcome of these inquiries and investigations could negatively impact the Company’s business, reputation, financial condition and operating results, including possible fines and penalties and requiring changes to operational activities and procedures. Indemnifications In the ordinary course of business, the Company often includes standard indemnification provisions in its arrangements with third parties. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred in connection with its activities or non-compliance with certain representations and warranties made by the Company. In addition, the Company has entered into indemnification agreements with its officers, directors, and certain current and former employees, and its certificate of incorporation and bylaws contain certain indemnification obligations. It is not possible to determine the maximum potential loss under these indemnification provisions / obligations because of the unique facts and circumstances involved in each particular situation. |
Variable Interest Entities ("VI
Variable Interest Entities ("VIEs") | 9 Months Ended |
Sep. 30, 2019 | |
Variable Interest Entity [Abstract] | |
Variable Interest Entities (VIEs) | Note 16 - Variable Interest Entities ("VIEs") Consolidated VIEs Freight Holding In July 2018, the Company exercised an option to acquire all of the membership interests of a previously consolidated VIE and amended the governing agreements of the entity. Under an amended agreement, and upon satisfaction of certain closing conditions associated with exercising its option, the Company created a new majority-owned subsidiary, Uber Freight Holding Corporation (“Freight Holding”). The Freight Holding stock held by the Company was determined to be a variable interest. Freight Holding is also considered to be a VIE because it lacks sufficient equity to finance activities without future subordinated support . Given that the Company has the power to direct activities that most significantly impact the economic performance of Freight Holding, the Company is the primary beneficiary of Freight Holding. As a result, the Company consolidates Freight Holding’s assets and liabilities. As of September 30, 2019, Uber continues to own the majority of the issued and outstanding capital stock of Freight Holding and reports non-controlling interests as further described in Note 17 - Non-Controlling Interests . Apparate USA LLC In April 2019, the Company contributed certain of its subsidiaries and all assets and liabilities related to its autonomous vehicle technologies (excluding liabilities arising from certain indemnification obligations related to the Levandowski arbitration and any remediation costs associated with certain obligations that may arise as a result of the Waymo settlement) to Apparate USA LLC (“Apparate”) in exchange for common units representing 100% ownership interest in Apparate. Subsequent to the formation of Apparate in April 2019, Apparate entered into a Class A Preferred Unit Purchase Agreement (“Preferred Unit Purchase Agreement”) with SVF Yellow (USA) Corporation (“SoftBank”), Toyota Motor North America, Inc. (“Toyota”), and DENSO International America, Inc. (“DENSO”). P referred units were issued in July 2019 to SoftBank, Toyota, and DENSO and provided the investors with an aggregate 13.8% ownership interest in Apparate on an as-converted basis. The common units held by the Company in Apparate were determined to be a variable interest. The Company has determined that Apparate is a VIE as it lacks sufficient equity to finance its activities without future subordinated support. The Company has the power to direct the activities that most significantly impact the economic performance of Apparate, and as a result the Company is the primary beneficiary of Apparate , consolidates Apparate’s assets and liabilities and reports non-controlling interests as further described in Note 17 - Non-Controlling Interests . Total assets included on the condensed consolidated balance sheets for these VIEs as of December 31, 2018 and September 30, 2019 were $115 million and $1.3 billion , respectively. Total liabilities included on the condensed consolidated balance sheet for VIEs as of December 31, 2018 were not material. Total liabilities included on the condensed consolidated balance sheet for VIEs as of September 30, 2019 were $173 million . Unconsolidated VIE Mission Bay 3 & 4 The Mission Bay 3 & 4 JV refers to Event Center Office Partners, LLC (“ECOP”), a joint venture entity established in March 2018, by Uber and two companies (“LLC Partners”) to manage the operation of two office buildings owned by two ECOP wholly-owned subsidiaries. The Company contributed $136 million cash in exchange for a 45% interest in ECOP. Each of the two LLC Partners owns 45% and 10% , respectively. The amount of contributed cash was recorded as an investment for $136 million as of September 30, 2019 . The remaining construction costs will be funded through a construction loan obtained by ECOP where the Company together with the two LLC Partners guarantee payments and performance of the loan when it becomes due and any payment of costs incurred by the lender under limited situations. The maximum collective guarantee liability is up to $50 million . The Company evaluated the nature of its investment in ECOP and determined that ECOP is a VIE during the construction period; however, the Company is not the primary beneficiary as decisions are made jointly between parties and therefore does not have the power to direct activities that most significantly impact the VIE. The Company will reevaluate if ECOP meets the definition of a VIE upon specific reconsideration events, including completion of construction. The maximum exposure to loss represents the potential loss recognized by the Company relating to these unconsolidated entities. The Company believes that its maximum exposure to loss is limited because it is a member of the limited liability company. The Company’s maximum exposure to loss differs from the carrying value of the variable interests. The maximum exposure to loss is dependent on the nature of the variable interests in the VIE and is limited to the investment balances and notional amounts of guarantees. As of December 31, 2018 and September 30, 2019 , the carrying amount of assets and liabilities recognized on the condensed consolidated balance sheets related to the Company’s interests in unconsolidated VIEs and the Company’s maximum exposure to loss relating to unconsolidated VIEs was as follows (in millions) : As of December 31, 2018 September 30, 2019 Investment $ 78 $ 136 Additional cash contribution 58 — Limited guarantee 50 50 Maximum exposure to loss $ 186 $ 186 Uber has significant influence over ECOP and accounts for its investment in ECOP under the equity method. No equity earnings have been recognized as of September 30, 2019 , since the sole activity of the ECOP consists of construction of the assets and costs incurred are capitalized. Once construction is complete, at each reporting period and a quarter in arrears, the Company will adjust the carrying value of its investment to reflect its proportionate share of ECOP’s income or loss, and any impairments, with a corresponding credit or debit, respectively, to loss from equity method investment, net of tax in the condensed consolidated statements of operations . As of September 30, 2019 , the Company determined that no impairment of its equity method investments existed. |
Non-Controlling Interest
Non-Controlling Interest | 9 Months Ended |
Sep. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interest | Note 17 - Non-Controlling Interests As of September 30, 2019 , the Company’s redeemable non-controlling interests are comprised of SoftBank’s Preferred Units investment and the minority stockholders ownership in Freight Holding. The redeemable non-controlling interests are classified in mezzanine equity as each are redeemable on an event that is not solely in the control of the Company. The redeemable non-controlling interests are reported at the greater of redemption amount or initial investment amount and remeasured to fair value each reporting period with changes in the carrying value recognized in additional paid-in capital when it is probable that each will become redeemable. The minority stockholders ownership in Freight Holding is not remeasured to fair value because it is currently not probable that the Preferred Units will become redeemable. See below for further information. As of September 30, 2019 , the non–redeemable non–controlling interests represent Toyota and DENSO's Preferred Unit investments. The n on-redeemable non-controlling interests are classified in permanent equity as no optional or mandatory redemption right is present. See below for further information. ATG Investment: Preferred Unit Purchase Agreement In April 2019, Apparate, a subsidiary of the Company formed on April 8, 2019, entered into a Preferred Unit Purchase Agreement with SoftBank, Toyota, and DENSO (collectively “the Investors”) for purchase by the Investors of Class A Preferred Units (“Preferred Units”) in Apparate. On July 2, 2019, at the closing as contemplated by the Preferred Unit Purchase Agreement, Apparate issued 1.0 million Preferred Units at $1,000 per unit to the Investors for an aggregate consideration of $1.0 billion ( $400 million from Toyota, $333 million from SoftBank, and $267 million from DENSO). The Preferred Units represented an aggregate 13.8% initial ownership interest in Apparate on an as-converted basis. The Company retains the remaining 86.2% ownership interest following the closing of the Preferred Units Purchase Agreement. SoftBank and Toyota are existing investors in the Company. At the option of the Investors, the Preferred Units are convertible into common units of Apparate, initially on a one -for-one basis but subject to potential adjustment, as defined by the Preferred Unit Purchase Agreement at any time. The Preferred Units are entitled to certain distributions, including primarily dividends which are payable in cash or in-kind (at Apparate's discretion), and accrue quarterly, compounded on the last day of each quarter at a 4.5% annual rate. The Preferred Units are entitled to distributions upon the occurrence of a sale or liquidation of Apparate representing an amount that is equal to the greater of (i) the original investment plus any accrued but unpaid amounts, and (ii) their share of distributions assuming conversion to common units of Apparate immediately prior to the sale or liquidation event. The quarterly dividend, along with any attributed prorated share of Apparate’s net income (if applicable), are included in net income (loss) attributable to non-controlling interests, net of tax in the Company’s condensed consolidated statements of operations. The Preferred Units do not participate in net losses due to a liquidation preference. SoftBank’s Preferred Units Beginning on July 2, 2026, SoftBank has the option to put to the Company all, but not less than all, of its initial investment in Preferred Units at a price equal to the number of SoftBank’s Preferred Units multiplied by the greater of (i) the original investment plus any accrued but unpaid amounts per unit and (ii) the fair value of the Preferred Units at the time of conversion (the “Put/Call Price”). Beginning on July 2, 2026, the Company can call all, but not less than all, of the Preferred Units held by SoftBank at the Put/Call Price. The Company has the option to settle all, or a portion of, the Put/Call Price with its common stock and any remainder will be satisfied in cash. The put and call were determined to be embedded features within the SoftBank Preferred Units since they are not separately exercisable or legally detached from the SoftBank Preferred Units. As of September 30, 2019 , the SoftBank Preferred Units are classified as redeemable non-controlling interests in the Company’s condensed consolidated financial statements and reported at the Put/Call Price. The Put/Call Price is determined as of each balance sheet date. The fair value of SoftBank’s Preferred Units is determined based on a hybrid method with the option pricing model as the primary methodology. This method uses Level 3 fair value measurement inputs as well as an assumed equal probability of the occurrence of a liquidation or exit event. The significant unobservable inputs used in the fair value measurement include: volatility of 42% , time to liquidity of 5 years , and a discount for lack of marketability of 17% . A market approach was also used to corroborate the valuation derived from the hybrid method at issuance to evidence that the issuance price of the Preferred Units approximated their fair value. Fair value adjustments to SoftBank’s redeemable non-controlling interest, if applicable, are recorded as a deemed dividend that reduces additional paid-in capital (in the absence of retained earnings) and reduce net income (or increase net loss) attributable to Uber Technologies, Inc. Toyota and DENSO’s Preferred Units The Toyota and DENSO Preferred Units are classified in permanent equity as non-controlling interests as these units are not subject to any mandatory redemption rights or redemption rights that are outside the control of the Company . ATG Collaboration Agreement with Apparate, Toyota and DENSO In conjunction with the Preferred Unit Purchase Agreement discussed above, the Company entered into a three-year joint collaboration agreement among Toyota, DENSO, and Apparate to develop next-generation self-driving technology (the “ATG Collaboration Agreement”), which became effective as of the closing of the Preferred Unit Purchase Agreement in July 2019. Pursuant to the ATG Collaboration Agreement, Toyota will make cash payments to Apparate up to an aggregate of $300 million , payable in six semi-annual installments during the three-year term of the ATG Collaboration Agreement. The cash payments for each six-month period are contingent upon the mutual agreement between the parties on the development activities and milestones to be achieved in the next six months and the continuation of the ATG Collaboration Agreement. The agreement is within the scope of ASC 808, Collaborative Arrangements. The development activities are considered ongoing and central to the activities of ATG. As a result, the amounts received from Toyota will be recognized as collaboration revenue in the ATG and Other Technology Programs segment ratably over the respective six-month service period to which the payment relates, as the related development activities are performed . During the three months ended September 30, 2019 , the first $50 million cash installment was received, of which $17 million was recognized as revenue. JUMP As of December 31, 2018, the Company owned 100% of the issued and outstanding capital stock of its subsidiary that operates its JUMP e-bike and e-scooter products, or 81% on a fully-diluted basis if all shares reserved for issuance under its JUMP employee incentive plan were issued and outstanding. In April 2019, the JUMP employee incentive plan was terminated and the JUMP subsidiary became a wholly-owned subsidiary of the Company. All unvested and unexercised equity awards under the terminated JUMP employee incentive plan were canceled. Certain JUMP employees who held such unvested and unexercised equity awards under the terminated JUMP employee incentive plan received grants of the Company’s RSUs pursuant to the 2013 Plan. The fair value of the RSU grants and the impact on the Company’s financial statements were not material. Freight Holding As of December 31, 2018 and September 30, 2019 , the Company owned 89% of the issued and outstanding capital stock of its subsidiary Freight Holding, or 80% on a fully-diluted basis if all shares reserved for issuance under the Company’s Freight Holding employee incentive plan were issued and outstanding. The minority stockholders of the Company’s subsidiary Freight Holding, including any holders of equity awards issued under the employee equity incentive plans and employees who hold fully vested shares, have put rights to sell certain of their equity interests at fair value to the Company at specified periods of time that terminates upon the earliest of the closing of a liquidation transaction or an IPO of the subsidiary. Should the put rights be exercised, they can be satisfied in either cash, Uber stock, or a combination of cash and Uber stock based upon the Company’s election. The Company attributes the pro rata share of the Freight Holding’s net income or loss to the redeemable non-controlling interests based on the outstanding ownership of the minority shareholders during the period. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 18 - Subsequent Events Pending Acquisition of Majority Ownership in Cornershop In October 2019, the Company agreed to purchase a controlling interest in Cornershop, an online grocery delivery platform operating primarily in Chile and Mexico. The Company agreed to pay up to approximately $459 million for its controlling interest in Cornershop, which amount is payable in cash and shares of the Company’s common stock. The Company has made an initial investment of $50 million in Cornershop; the Company expects to pay the remaining portion of the purchase price and acquire the controlling interest in the first half of 2020, subject to the receipt of regulatory approvals and other closing conditions. Notice of Cancellation of Insurance Policy In October 2019, James River Group delivered a notice of early cancellation of all insurance policies issued to the Company's wholly-owned subsidiaries, effective December 31, 2019, two-months earlier than the contractual expiration on February 29, 2020. Subsequently, James River Group withdrew all funds held in trust as collateral for current and future claim settlement obligations under the indemnification agreements in the amount of $1.2 billion . These funds are recorded as restricted cash and cash equivalents on the condensed consolidated balance sheet as of September 30, 2019 and are collateral for obligations recorded in the Company’s insurance reserves. The Company is currently in the process of working with other carriers to replace the policies issued by James River Group. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [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 (“SEC”) regarding interim financial reporting. The condensed consolidated balance sheet as of December 31, 2018 included herein was derived from the audited consolidated financial statements as of that date but does not include all of the information and notes required by GAAP for complete financial statements. 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 audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2018 , included in the Company’s final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended (“the Securities Act”), on May 13, 2019 (“the Prospectus”). In the opinion of management, these financial statements include all adjustments, which are of a normal recurring nature, necessary for a fair statement of the financial position, results of operations, cash flows and the change in equity for the periods presented. There have been no changes to the Company’s significant accounting policies described in the Prospectus that have had a material impact on the Company’s condensed consolidated financial statements and related notes, except for the adoption of the new accounting standard related to lease accounting. |
Basis of Consolidation | Basis of Consolidation The condensed consolidated financial statements of the Company include the accounts of the Company and entities consolidated under the variable interest and voting models. All intercompany balances and transactions have been eliminated. Refer to Note 16 - Variable Interest Entities ("VIEs") for further information. |
Use of Estimates | Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements and accompanying notes. Estimates are based on historical experience, where applicable, and other assumptions which management believes are reasonable under the circumstances. On an ongoing basis, the Company evaluates its estimates, including those related to the incremental borrowing rate (“IBR”) applied in lease accounting, accounts receivable allowances, fair values of investments and other financial instruments, useful lives of amortizable long-lived assets and intangible assets, stock-based compensation, income and non-income taxes, insurance reserves, and contingent liabilities. These estimates are inherently subject to judgment and actual results could differ from those estimates. |
Leases | Leases The Company accounts for leases in accordance with Accounting Standards Codification (“ ASC “) 842, Leases (“ASC 842”), which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. The Company adopted ASC 842 along with all subsequent ASU clarifications and improvements that are applicable to the Company, on January 1, 2019, using the modified retrospective transition method and used the effective date as the date of initial application. Consequently, financial information is not updated and the disclosures required under ASC 842 are not provided for dates and periods before January 1, 2019. ASC 842 provides a number of optional practical expedients in transition. The Company elected the “package of practical expedients,” which permits the Company not to reassess under ASC 842 its prior conclusions about lease identification, lease classification and initial direct costs. The Company also made a policy election not to separate non-lease components from lease components, therefore, it accounts for lease and non-lease components as a single lease component. The Company determines if a contract contains a lease based on whether it has the right to obtain substantially all of the economic benefits from the use of an identified asset and whether it has the right to direct the use of an identified asset in exchange for consideration, which relates to an asset which the Company does not own. Right of use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are recognized as the lease liability, adjusted for lease incentives received. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is the Company’s IBR, because the interest rate implicit in most of the Company’s leases is not readily determinable. The IBR is a hypothetical rate based on the Company’s understanding of what its credit rating would be to borrow and resulting interest the Company would pay to borrow an amount equal to the lease payments in a similar economic environment over the lease term on a collateralized basis. Lease payments may be fixed or variable, however, only fixed payments or in-substance fixed payments are included in the Company’s lease liability calculation. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments are incurred. The lease term of operating and finance leases vary from less than a year to 76 years . The Company has leases that include one or more options to extend the lease term for up to 14 years as well as options to terminate the lease within one year. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Operating leases are included in operating lease right-to-use assets, operating lease liabilities, current and operating lease liabilities, non-current on the Company’s condensed consolidated balance sheets . Finance leases are included in property and equipment, net, accrued and other current liabilities, and other long-term liabilities on the Company’s condensed consolidated balance sheets . As of September 30, 2019 , less than 11% of the Company’s ROU assets were generated from leased assets outside of the U.S. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents as of September 30, 2019 consisted of cash held in checking and savings accounts as well as investments in money market funds. The Company considers all highly-liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents. Cash includes amounts collected on behalf of, but not yet remitted to Partners, which are included in accrued and other current liabilities on the consolidated balance sheets. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Upon adoption of the new leasing standard on January 1, 2019, the Company recognized ROU assets of $888 million and lease liabilities of $963 million . The Company reassessed the build-to-suit leases that no longer meet the control-based build-to-suit model and derecognized $392 million in build-to-suit assets, $350 million corresponding financing obligation, and recorded $9 million of deferred tax liability. The initial cash contribution to the Mission Bay 3 & 4 joint venture that was previously reported as a defeasance of a build-to-suit financing obligation of $60 million was derecognized by reclassifying it as an increase to the Mission Bay 3 & 4 equity method investment. The $9 million difference between the total derecognized assets and total derecognized liabilities was recorded in the opening balance of accumulated deficit, net of tax, as of January 1, 2019. In July 2017, the FASB issued ASU 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception” to simplify the accounting for certain instruments with down round features. The amendments require companies to disregard the down round feature when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. Further, companies that provide earnings per share (“EPS”) data will adjust the basic EPS calculation for the effect of the feature when triggered and will also recognize the effect of the trigger within equity. The Company adopted this new standard as of January 1, 2019 and applied the changes retrospectively. The adoption of the new standard did not have a material impact on the Company’s condensed consolidated financial statements. In June 2018, the FASB issued ASU 2018-07, “Improvements to Non-Employee Share-Based Payment Accounting,” which expands the scope of Topic 718, to include share-based payments issued to non-employees for goods or services. The new standard supersedes Subtopic 505-50. The Company adopted the new standard effective January 1, 2019 on a modified retrospective basis. The new standard did not have a material impact on the Company’s condensed consolidated financial statements. In November 2018, the FASB issued ASU 2018-18, "Collaborative arrangements: Clarifying the interaction between Topic 808 and Topic 606" to clarify the interaction between the accounting guidance for collaborative arrangements and revenue from contracts with customers. The Company early adopted this guidance effective July 1, 2019 on a retrospective basis and only applied it to contracts that were incomplete as of the adoption date. The new standard did not have a material impact on the Company's condensed consolidated financial statements for the current or previous reported periods herein. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” to require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The standard also amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement,” which modifies the disclosure requirements in ASC 820, “Fair Value Measurement” (“ASC 820”). The new standard is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of this ASU and delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract,” which aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use-software. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, “Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities,” which amends the guidance for determining whether a decision-making fee is a variable interest and requires organizations to consider indirect interests held through related parties under common control on a proportional basis rather than as the equivalent of a direct interest in its entirety. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. |
Non-Controlling Interest | The redeemable non-controlling interests are classified in mezzanine equity as each are redeemable on an event that is not solely in the control of the Company. The redeemable non-controlling interests are reported at the greater of redemption amount or initial investment amount and remeasured to fair value each reporting period with changes in the carrying value recognized in additional paid-in capital when it is probable that each will become redeemable. The minority stockholders ownership in Freight Holding is not remeasured to fair value because it is currently not probable that the Preferred Units will become redeemable. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue is presented in the following tables for the three and nine months ended September 30, 2018 and 2019 , respectively ( in millions ): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Rides revenue $ 2,371 $ 2,866 $ 6,842 $ 7,590 Vehicle Solutions revenue (1) 31 3 119 16 Other revenue 23 26 76 83 Total Rides revenue 2,425 2,895 7,037 7,689 Eats revenue 394 645 1,023 1,776 Freight revenue 122 218 231 512 Other Bets revenue 3 38 5 84 ATG and Other Technology Programs collaboration revenue (2) — 17 — 17 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 (1) The Company accounts for Vehicle Solutions revenue as an operating lease as defined under ASC 840 for 2018 and ASC 842 in 2019. (2) Refer to Note 17 - Non-Controlling Interests for further information on collaboration revenue . Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 United States and Canada $ 1,734 $ 2,407 $ 4,724 $ 6,269 Latin America ("LATAM") 515 527 1,580 1,394 Europe, Middle East and Africa ("EMEA") 431 534 1,233 1,527 Asia Pacific ("APAC") (1) 264 345 759 888 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 (1) Excluding China and, as of May 2018, also excludes Southeast Asia. |
Schedule of Remaining Performance Obligation | The Company’s remaining performance obligation is expected to be recognized as follows ( in millions ) : Less Than or Greater Than Total As of September 30, 2019 $ 52 $ 48 $ 100 |
Investments and Fair Value Me_2
Investments and Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Marketable and Non-Marketable Securities | The Company’s investments on the condensed consolidated balance sheets consisted of the following as of December 31, 2018 and September 30, 2019 (in millions) : As of December 31, 2018 September 30, 2019 Classified as cash and cash equivalents: Marketable equity securities: Money market funds $ 268 $ 6,039 Classified as restricted cash and cash equivalents Marketable equity securities: Money market funds $ 1,237 $ 1,595 Classified as investments: Non-marketable equity securities: Didi $ 7,953 $ 7,953 Other 32 93 Debt securities: Grab (1) 2,328 2,332 Other (2) 42 34 Investments $ 10,355 $ 10,412 (1) Recorded at fair value with changes in fair value recorded in other comprehensive income (loss), net of tax. (2) Recorded at fair value with changes in fair value recorded in earnings due to the election of the fair value option of accounting for financial instruments. |
Schedule of Amortized Cost and Fair Value of Debt Security with Contractual Maturity Dates | The following table summarizes the amortized cost and fair value of the Company’s debt securities with a stated contractual maturity or redemption date as of December 31, 2018 and September 30, 2019 (in millions) : As of December 31, 2018 As of September 30, 2019 Amortized Cost Fair Value Amortized Cost Fair Value Within one year $ — $ — $ — $ — One year through five years 2,275 2,328 2,279 2,332 Total $ 2,275 $ 2,328 $ 2,279 $ 2,332 |
Schedule of Assets and Liabilities Measured on Recurring Basis | The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in millions) : As of December 31, 2018 As of September 30, 2019 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Financial Assets Cash and cash equivalents: Money market funds $ 268 $ — $ — $ 268 $ 6,039 $ — $ — $ 6,039 Restricted cash and cash equivalents: Money market funds 1,237 — — 1,237 1,595 — — 1,595 Investments: Debt securities — — 2,370 2,370 — — 2,366 2,366 Non-marketable equity securities — — — — — — 87 87 Total financial assets $ 1,505 $ — $ 2,370 $ 3,875 $ 7,634 $ — $ 2,453 $ 10,087 Financial Liabilities Accrued and other current liabilities: Other $ — $ — $ 9 $ 9 $ — $ — $ 27 $ 27 Other long-term liabilities: Warrants — — 52 52 — — — — Embedded derivatives — — 2,018 2,018 — — — — Total financial liabilities $ — $ — $ 2,079 $ 2,079 $ — $ — $ 27 $ 27 |
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis | The following table summarizes the amortized cost, unrealized gains and losses, and fair value of the Company’s debt securities at fair value on a recurring basis as of December 31, 2018 and September 30, 2019 (in millions) : As of December 31, 2018 As of September 30, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Amortized Cost Unrealized Gains Unrealized Losses Fair Value Investments: Debt securities $ 2,305 $ 65 $ — $ 2,370 $ 2,309 $ 57 $ — $ 2,366 Total $ 2,305 $ 65 $ — $ 2,370 $ 2,309 $ 57 $ — $ 2,366 |
Schedule of Fair Value Assumptions on Significant Unobservable Inputs | The following table summarizes information about the significant unobservable inputs used in the fair value measurement for the Company’s investment in Grab as of December 31, 2018 and September 30, 2019 : Fair value method Relative weighting Key unobservable input Financing transactions 100% Transaction price per share $6.16 |
Schedule of Reconciliation Using Significant Unobservable Inputs, Assets | The following table presents a reconciliation of the Company’s financial assets measured and recorded at fair value on a recurring basis as of September 30, 2019 , using significant unobservable inputs (Level 3) (in millions) : Debt Securities Non-marketable Equity Security Balance as of December 31, 2018 $ 2,370 $ — Total net gains (losses) Included in earnings (8 ) (12 ) Included in other comprehensive income (loss) — — Purchases (1) 4 11 Transfers (2) — 88 Balance as of September 30, 2019 $ 2,366 $ 87 (1) Purchases in non–marketable equity security include warrants to purchase shares of a private company that vest as certain performance criteria are met during the period. (2) Transfers include a non-marketable equity security that was previously measured at fair value on a non-recurring basis as of June 30, 2019 for which the Company elected to apply the fair value option during the three months ended September 30, 2019 . This includes $22 million of gains included in earnings and $35 million |
Schedule of Reconciliation Using Significant Unobservable Inputs, Liabilities | The following table presents a reconciliation of the Company’s financial liabilities measured at fair value as of September 30, 2019 using significant unobservable inputs (Level 3), and the change in fair value recorded in other income (expense), net in the condensed consolidated statements of operations (in millions) : Warrants Convertible Debt Embedded Derivative Balance as of December 31, 2018 $ 52 $ 2,018 Vesting of share warrants 1 — Exercise of vested share warrants (53 ) — Change in fair value — (58 ) Settlement of derivative liability — (1,960 ) Balance as of September 30, 2019 $ — $ — |
Schedule of Securities without Readily Determinable Fair Value | The following is a summary of unrealized gains and losses from remeasurement (referred to as upward or downward adjustments) recorded in other income (expense), net in the condensed consolidated statements of operations , and included as adjustments to the carrying value of non-marketable equity securities held during the three and nine months ended September 30, 2018 and 2019 based on the selling price of newly issued shares of similar preferred stock to new investors using the common stock equivalent valuation method and adjusted for any applicable differences in conversion rights (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Upward adjustments $ — $ — $ 1,984 $ 22 Downward adjustments (including impairment) — — — — Total unrealized gain for non-marketable equity securities $ — $ — $ 1,984 $ 22 The following table summarizes the total carrying value of the Company’s non-marketable equity securities measured at fair value on a non-recurring basis held as of December 31, 2018 and September 30, 2019 including cumulative unrealized upward and downward adjustments made to the initial cost basis of the securities (in millions) : As of December 31, 2018 September 30, 2019 Initial cost basis $ 6,001 $ 5,975 Upward adjustments 1,984 1,984 Downward adjustments (including impairment) — — Total carrying value at the end of the period $ 7,985 $ 7,959 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | The carrying value of the Company’s equity method investments as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 MLU B.V. $ 1,234 $ 1,255 Mission Bay 3 & 4 (1) 78 138 Equity method investments $ 1,312 $ 1,393 (1) Refer to Note 16 - Variable Interest Entities ("VIEs") for further information on the Company’s interest in Mission Bay 3 & 4. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment, Net | The components of property and equipment, net as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Land $ 67 $ 67 Building and site improvements 93 40 Leasehold improvements 315 349 Computer equipment 858 903 Leased computer equipment 288 484 Leased vehicles 34 26 Internal-use software 51 90 Furniture and fixtures 39 41 Dockless e-bikes 10 72 Construction in progress 832 758 Total 2,587 2,830 Less: Accumulated depreciation and amortization (946 ) (1,293 ) Property and equipment, net $ 1,641 $ 1,537 |
Select Historical Segment Fin_2
Select Historical Segment Financial Change (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue is presented in the following tables for the three and nine months ended September 30, 2018 and 2019 , respectively ( in millions ): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Rides revenue $ 2,371 $ 2,866 $ 6,842 $ 7,590 Vehicle Solutions revenue (1) 31 3 119 16 Other revenue 23 26 76 83 Total Rides revenue 2,425 2,895 7,037 7,689 Eats revenue 394 645 1,023 1,776 Freight revenue 122 218 231 512 Other Bets revenue 3 38 5 84 ATG and Other Technology Programs collaboration revenue (2) — 17 — 17 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 (1) The Company accounts for Vehicle Solutions revenue as an operating lease as defined under ASC 840 for 2018 and ASC 842 in 2019. (2) Refer to Note 17 - Non-Controlling Interests for further information on collaboration revenue . Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 United States and Canada $ 1,734 $ 2,407 $ 4,724 $ 6,269 Latin America ("LATAM") 515 527 1,580 1,394 Europe, Middle East and Africa ("EMEA") 431 534 1,233 1,527 Asia Pacific ("APAC") (1) 264 345 759 888 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 (1) Excluding China and, as of May 2018, also excludes Southeast Asia. |
Schedule of Segment Reporting Information, by Segment | The following table provides information about the Company’s segments and a reconciliation of the total segment adjusted EBITDA to loss from operations (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Segment adjusted EBITDA: Rides $ 416 $ 631 $ 1,346 $ 1,329 Eats (189 ) (316 ) (323 ) (911 ) Freight (31 ) (81 ) (79 ) (162 ) Other Bets (12 ) (72 ) (12 ) (184 ) ATG and Other Technology Programs (132 ) (124 ) (432 ) (369 ) Total segment adjusted EBITDA 52 38 500 (297 ) Reconciling items: Corporate G&A and Platform R&D (1), (2) (501 ) (623 ) (1,403 ) (1,813 ) Depreciation and amortization (131 ) (102 ) (317 ) (371 ) Stock-based compensation expense (64 ) (401 ) (147 ) (4,353 ) Legal, tax, and regulatory reserve changes and settlements (56 ) 27 (308 ) (353 ) Driver appreciation award — — — (299 ) Payroll tax on IPO stock-based compensation — — — (86 ) Asset impairment/loss on sale of assets (54 ) — (167 ) (8 ) Acquisition and financing related expenses — — (15 ) — Gain on restructuring of lease arrangement — — 4 — Impact of 2018 Divested Operations (1), (3) (9 ) — (127 ) — Restructuring charges — (45 ) — (45 ) Loss from operations $ (763 ) $ (1,106 ) $ (1,980 ) $ (7,625 ) (1) Excluding stock-based compensation expense. (2) Includes costs that are not directly attributable to the Company’s reportable segments. Corporate G&A also includes certain shared costs such as finance, accounting, tax, human resources, information technology and legal costs. Platform R&D also includes mapping and payment technologies and support and development of the internal technology infrastructure. The Company’s allocation methodology is periodically evaluated and may change. (3) Defined as the Company’s 2018 operations in (i) Southeast Asia prior to the sale of those operations to Grab and (ii) Russia/CIS prior to the formation of the Company’s Yandex.Taxi joint venture. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Components of lease expense | The components of lease expense were as follows (in millions) : Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Lease cost Finance lease cost: Amortization of assets $ 39 $ 110 Interest of lease liabilities 4 12 Operating lease cost 84 230 Short-term lease cost 4 22 Variable lease cost 26 80 Sublease income — (1 ) Total lease cost $ 157 $ 453 Supplemental cash flow information related to leases was as follows (in millions) : Nine Months Ended September 30, 2019 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 10 Operating cash flows from operating leases 192 Financing cash flows from financing leases 120 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 804 Finance lease liabilities 196 |
Leases, Assets and Liabilities | Supplemental balance sheet information related to leases was as follows (in millions, except lease term and discount rate): As of September 30, 2019 Operating Leases Operating lease right-of-use assets $ 1,538 Operating lease liability, current 197 Operating lease liabilities, non-current 1,459 Total operating lease liabilities $ 1,656 As of September 30, 2019 Finance Leases Property and equipment, at cost $ 484 Accumulated depreciation (207 ) Property and equipment, net $ 277 Other current liabilities $ 130 Other long-term liabilities 144 Total finance leases liabilities $ 274 As of September 30, 2019 Weighted-average remaining lease term Operating leases 16 years Finance leases 2 years Weighted-average discount rate Operating leases 7.2 % Finance leases 5.1 % |
Maturity of Lease Liabilities, Operating | Maturities of lease liabilities were as follows (in millions) : As of September 30, 2019 Operating Leases Finance Leases Remainder of 2019 $ 58 $ 37 2020 226 136 2021 290 98 2022 253 18 2023 186 — Thereafter 2,284 — Total undiscounted lease payments 3,297 289 Less: imputed interest (1,641 ) (15 ) Total lease liabilities $ 1,656 $ 274 |
Maturity of Lease Liabilities, Finance | Maturities of lease liabilities were as follows (in millions) : As of September 30, 2019 Operating Leases Finance Leases Remainder of 2019 $ 58 $ 37 2020 226 136 2021 290 98 2022 253 18 2023 186 — Thereafter 2,284 — Total undiscounted lease payments 3,297 289 Less: imputed interest (1,641 ) (15 ) Total lease liabilities $ 1,656 $ 274 |
Future Minimum Payments Related to Financing Obligations under Failed Sale-Leaseback Arrangement | Future minimum payments related to the financing obligations as of September 30, 2019 are summarized below (in millions) : Future Minimum Payments Fiscal Year Ending December 31, Remainder of 2019 $ 1 2020 6 2021 6 2022 6 2023 6 Thereafter 833 Total $ 858 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Value of Goodwill by Segment | The following table presents the changes in the carrying value of goodwill by segment for the nine months ended September 30, 2019 (in millions) : Previously Reported Core Platform Previously Reported Other Bets Rides Eats Freight Other Bets ATG and Other Technology Programs Total Goodwill Balance as of December 31, 2018 $ 53 $ 100 $ — $ — $ — $ — $ — $ 153 Reallocation due to change in segments (53 ) (100 ) 25 13 — 100 15 — Acquisitions — — — — — — 14 14 Dispositions — — — — — — — — Balance as of September 30, 2019 $ — $ — $ 25 $ 13 $ — $ 100 $ 29 $ 167 |
Long-Term Debt and Revolving _2
Long-Term Debt and Revolving Credit Arrangements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Debt | Components of debt, including the associated effective interest rates were as follows ( in millions , except for percentages): As of December 31, 2018 September 30, 2019 Effective Interest Rate 2016 Senior Secured Term Loan $ 1,124 $ 1,116 6.1 % 2018 Senior Secured Term Loan 1,493 1,481 6.2 % 2021 Convertible Notes 1,844 — 23.5 % 2022 Convertible Notes 1,030 — 13.7 % 2023 Senior Note 500 500 7.7 % 2026 Senior Note 1,500 1,500 8.1 % 2027 Senior Note — 1,200 7.7 % Total debt 7,491 5,797 Less: unamortized discount and issuance costs (595 ) (59 ) Less: current portion of long-term debt (27 ) (27 ) Total long-term debt $ 6,869 $ 5,711 |
Schedule of Debt Expense | The following table presents the amount of interest expense recognized relating to the contractual interest coupon, amortization of the debt discount and issuance costs, and the IRR payout with respect to the Senior Secured Term Loan, the Convertible Notes, and the Senior Notes for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Contractual interest coupon $ 59 $ 83 $ 148 $ 338 Amortization of debt discount and issuance costs 82 2 231 80 8% IRR payout 16 — 45 26 Total interest expense from long-term debt $ 157 $ 85 $ 424 $ 444 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Carrying Value of Assets and Liabilities Classified as Held-for-sale | The following table summarizes the carrying values of the assets and liabilities classified as held for sale as of December 31, 2018 (in millions) : As of December 31, 2018 Assets held for sale Cash and cash equivalents $ 34 Accounts receivable, net 20 Prepaid expenses and other current assets 30 Property and equipment, net 322 Total assets held for sale 406 Liabilities held for sale Accounts payable 2 Accrued liabilities 2 Other current liabilities 7 Total liabilities held for sale 11 Net assets held for sale $ 395 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Prepaid expenses $ 265 $ 466 Other receivables 416 581 Other 179 269 Prepaid expenses and other current assets $ 860 $ 1,316 |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Accrued legal, regulatory and non-income taxes $ 1,134 $ 1,432 Accrued Partner liability 459 552 Accrued professional and contractor services 298 338 Accrued compensation and employee benefits 261 352 Accrued marketing expenses 152 89 Other accrued expenses 160 340 Income and other tax liabilities 157 174 Government and airport fees payable 104 153 Short-term finance lease obligation for computer equipment 110 130 Other 322 466 Accrued and other current liabilities $ 3,157 $ 4,026 |
Other Long-Term Liabilities | Other long-term liabilities as of December 31, 2018 and September 30, 2019 were as follows (in millions) : As of December 31, 2018 September 30, 2019 Convertible debt embedded derivatives $ 2,018 $ — Deferred tax liabilities 1,072 1,038 Financing obligation 436 79 Income tax payable 80 71 Other 466 240 Other long-term liabilities $ 4,072 $ 1,428 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in composition of accumulated other comprehensive income (loss), net of tax, for the nine months ended September 30, 2018 and 2019 were as follows (in millions) : Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2017 $ (3 ) $ — $ (3 ) Other comprehensive income (loss) before reclassifications (219 ) 42 (177 ) Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) (219 ) 42 (177 ) Balance as of September 30, 2018 $ (222 ) $ 42 $ (180 ) Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax Total Balance as of December 31, 2018 $ (228 ) $ 40 $ (188 ) Other comprehensive income (loss) before reclassifications 3 — 3 Amounts reclassified from accumulated other comprehensive income (loss) — — — Other comprehensive income (loss) 3 — 3 Balance as of September 30, 2019 $ (225 ) $ 40 $ (185 ) |
Other Income (Expense), Net | The components of other income (expense), net, for the three and nine months ended September 30, 2018 and 2019 were as follows (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Interest income $ 27 $ 76 $ 69 $ 184 Foreign currency exchange gains (losses), net (18 ) 8 (42 ) — Gain on business divestitures (1) 7 — 3,208 — Gain (loss) on debt and equity securities, net (2) — (13 ) 1,984 1 Change in fair value of embedded derivatives (89 ) — (491 ) 58 Gain on extinguishment of convertible notes and settlement of derivatives — — — 444 Other 19 (22 ) 218 20 Other income (expense), net $ (54 ) $ 49 $ 4,946 $ 707 (1) During the nine months ended September 30, 2018 , gain on business divestitures primarily included a $2.2 billion gain on the sale of the Company’s Southeast Asia operations to Grab Holding Inc. (“Grab”) and a $954 million gain on the disposal of the Company’s Uber Russia/CIS operations recognized in the first quarter of 2018 . On March 25, 2018, two wholly-owned subsidiaries of the Company signed and completed an agreement with Grab pursuant to which Grab hired employees and acquired certain assets of the Company in the region, including Rider, Drivers, and Eater contracts in Southeast Asia. The net assets contributed by the Company were not material. In exchange, the Company received shares of Grab Series G preferred stock which were recorded at fair value as additional sale consideration. Refer to Note 4 - Equity Method Investments for more information on the disposal of the Company's Uber Russia/CIS operations. (2) During the nine months ended September 30, 2018 , gain (loss) on debt and equity securities, net represented a $2.0 billion unrealized gain on the Company’s non-marketable equity securities related to Didi recognized in the first quarter of 2018 . Refer to Note 3 - Investments and Fair Value Measurement for further information. |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Summary of Activity in Restricted Common Stock | The following table summarizes the activity related to the Company’s restricted common stock for the nine months ended September 30, 2019 (in thousands, except per share amounts): Number of Shares Weighted-average Grant-Date Fair Value per Share Unvested restricted common stock as of December 31, 2018 898 $ 34.81 Vested (485 ) $ 34.84 Canceled and forfeited (61 ) $ 34.57 Unvested restricted common stock as of September 30, 2019 352 $ 34.77 |
Summary of Stock Options and SAR Activity | A summary of stock option and SAR activity for the nine months ended September 30, 2019 is as follows (in millions, except share amounts which are reflected in thousands, per share amounts, and years): SARs Outstanding Number of SARs Options Outstanding Number of Shares Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value As of December 31, 2018 758 42,936 $ 9.22 5.74 $ 1,456 Granted 86 250 $ 43.00 Exercised — (1,272 ) $ 2.55 Canceled and forfeited (13 ) (1,382 ) $ 33.19 As of September 30, 2019 831 40,532 $ 8.89 4.89 $ 934 Vested and expected to vest as of September 30, 2019 648 35,145 $ 4.58 4.63 $ 933 Exercisable as of September 30, 2019 648 35,145 $ 4.58 4.63 $ 933 |
Schedule of Restricted Stock Units Activity | The following table summarizes the activity related to the Company’s RSUs for the nine months ended September 30, 2019 . For purposes of this table, vested RSUs represent the shares for which the service condition had been fulfilled during nine months ended September 30, 2019 (in thousands, except per share amounts): Number of Shares Weighted-Average Unvested and outstanding as of December 31, 2018 75,835 $ 37.20 Granted 52,859 $ 43.67 Vested (27,255 ) $ 37.38 Canceled and forfeited (10,440 ) $ 40.40 Unvested and outstanding as of September 30, 2019 90,999 $ 42.47 |
Schedule of Stock-Based Compensation Expense by Function | The following table summarizes total stock-based compensation expense by function for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Operations and support $ 4 $ 26 $ 11 $ 431 Sales and marketing 2 16 6 229 Research and development 49 262 60 2,822 General and administrative 9 97 70 871 Total $ 64 $ 401 $ 147 $ 4,353 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the computation of basic and diluted net income (loss) per share attributable to common stockholders (in millions, except share amounts which are reflected in thousands, and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Basic net income (loss) per share: Numerator Net income (loss) including non-controlling interests $ (994 ) $ (1,159 ) $ 1,876 $ (7,421 ) Less: net income (loss) attributable to non-controlling interests, net of tax 8 (3 ) 8 11 Less: noncumulative dividends to preferred stockholders — — (1,091 ) — Less: undistributed earnings to participating securities — — (533 ) — Net income (loss) attributable to common stockholders $ (986 ) $ (1,162 ) $ 260 $ (7,410 ) Denominator Basic weighted-average common stock outstanding 445,783 1,700,213 441,301 1,092,241 Basic net income (loss) per share attributable to common stockholders (1) $ (2.21 ) $ (0.68 ) $ 0.59 $ (6.79 ) Diluted net income (loss) per share: Numerator Net income (loss) attributable to common stockholders $ (986 ) $ (1,162 ) $ 260 $ (7,410 ) Add: Change in fair value of MLU B.V. put/call feature — — (10 ) — Diluted net income (loss) attributable to common stockholders $ (986 ) $ (1,162 ) $ 250 $ (7,410 ) Denominator Number of shares used in basic net income (loss) per share computation 445,783 1,700,213 441,301 1,092,241 Weighted-average effect of potentially dilutive securities: Common stock subject to a put/call feature — — 462 — Stock options — — 34,165 — RSUs to settle fixed monetary awards — — 1,215 — Other — — 449 — Diluted weighted-average common stock outstanding 445,783 1,700,213 477,592 1,092,241 Diluted net income (loss) per share attributable to common stockholders (1) $ (2.21 ) $ (0.68 ) $ 0.52 $ (6.79 ) (1) Per share amounts are calculated using unrounded numbers and therefore may not recalculate. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive outstanding securities were excluded from the computation of diluted net income (loss) per share because their effect would have been anti-dilutive for the periods presented, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Redeemable convertible preferred stock 893,354 — 893,354 — Convertible notes 200,595 — 200,595 — Stock options 43,240 40,532 8,690 40,532 Restricted common stock with performance condition 1,640 — 1,640 — Common stock subject to repurchase 7,340 827 7,196 828 Warrants to purchase redeemable convertible preferred stock 1,073 — 1,073 — SARs 712 — 712 — RSUs to settle fixed monetary awards 1,256 325 582 325 RSUs 123,927 91,284 122,763 91,284 Shares committed under ESPP — 5,012 — 5,012 Shares in escrow 459 — — — Warrants to purchase common stock 242 187 127 187 Total 1,273,838 138,167 1,236,732 138,168 |
Segment Information and Geogr_2
Segment Information and Geographic Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table provides information about the Company’s segments and a reconciliation of the total segment adjusted EBITDA to loss from operations (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 Segment adjusted EBITDA: Rides $ 416 $ 631 $ 1,346 $ 1,329 Eats (189 ) (316 ) (323 ) (911 ) Freight (31 ) (81 ) (79 ) (162 ) Other Bets (12 ) (72 ) (12 ) (184 ) ATG and Other Technology Programs (132 ) (124 ) (432 ) (369 ) Total segment adjusted EBITDA 52 38 500 (297 ) Reconciling items: Corporate G&A and Platform R&D (1), (2) (501 ) (623 ) (1,403 ) (1,813 ) Depreciation and amortization (131 ) (102 ) (317 ) (371 ) Stock-based compensation expense (64 ) (401 ) (147 ) (4,353 ) Legal, tax, and regulatory reserve changes and settlements (56 ) 27 (308 ) (353 ) Driver appreciation award — — — (299 ) Payroll tax on IPO stock-based compensation — — — (86 ) Asset impairment/loss on sale of assets (54 ) — (167 ) (8 ) Acquisition and financing related expenses — — (15 ) — Gain on restructuring of lease arrangement — — 4 — Impact of 2018 Divested Operations (1), (3) (9 ) — (127 ) — Restructuring charges — (45 ) — (45 ) Loss from operations $ (763 ) $ (1,106 ) $ (1,980 ) $ (7,625 ) (1) Excluding stock-based compensation expense. (2) Includes costs that are not directly attributable to the Company’s reportable segments. Corporate G&A also includes certain shared costs such as finance, accounting, tax, human resources, information technology and legal costs. Platform R&D also includes mapping and payment technologies and support and development of the internal technology infrastructure. The Company’s allocation methodology is periodically evaluated and may change. (3) Defined as the Company’s 2018 operations in (i) Southeast Asia prior to the sale of those operations to Grab and (ii) Russia/CIS prior to the formation of the Company’s Yandex.Taxi joint venture. |
Schedule of Revenue from Geographic Area | The following table sets forth revenue by geographic area for the three and nine months ended September 30, 2018 and 2019 (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2018 2019 2018 2019 United States $ 1,621 $ 2,250 $ 4,420 $ 5,866 Brazil 240 252 797 649 All other countries 1,083 1,311 3,079 3,563 Total revenue $ 2,944 $ 3,813 $ 8,296 $ 10,078 |
Variable Interest Entities ("_2
Variable Interest Entities ("VIEs") (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Variable Interest Entity [Abstract] | |
Schedule of Variable Interest Entities | As of December 31, 2018 and September 30, 2019 , the carrying amount of assets and liabilities recognized on the condensed consolidated balance sheets related to the Company’s interests in unconsolidated VIEs and the Company’s maximum exposure to loss relating to unconsolidated VIEs was as follows (in millions) : As of December 31, 2018 September 30, 2019 Investment $ 78 $ 136 Additional cash contribution 58 — Limited guarantee 50 50 Maximum exposure to loss $ 186 $ 186 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Details) $ / shares in Units, shares in Millions, $ in Millions | May 14, 2019USD ($)$ / sharesshares | Mar. 26, 2019USD ($) | Sep. 30, 2019USD ($)renewal_option | Jun. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)renewal_optionsegment | Sep. 30, 2018USD ($) | May 16, 2019$ / shares | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Number of operating segments | segment | 5 | |||||||||
Number of reportable segments | segment | 5 | |||||||||
Gain on conversion of convertible notes | $ 327 | |||||||||
Gain on extinguishment of convertible notes and settlement of derivatives | $ 0 | 444 | $ 0 | $ 444 | $ 0 | |||||
Embedded derivative liability income (expense) | 0 | 117 | (89) | 58 | (491) | |||||
Share-based compensation expense | $ 401 | $ 64 | $ 4,353 | $ 147 | ||||||
Additional deferred tax asset due to stock-based compensation expense | $ 1,100 | |||||||||
Number of renewal options | renewal_option | 1 | 1 | ||||||||
Lease renewal term | 14 years | 14 years | ||||||||
Termination option period | 1 year | |||||||||
ROU assets generated from leased assets outside of the U.S. (Less than) | 11.00% | 11.00% | ||||||||
Operating lease right-of-use assets | $ 1,538 | $ 1,538 | ||||||||
Operating lease, liability | 1,656 | 1,656 | ||||||||
Built-to-suit assets, derecognized amounts | (1,537) | (1,537) | $ (1,641) | |||||||
Deferred tax liability, derecognized built-to-suit assets | 1,038 | 1,038 | 1,072 | |||||||
Built-to-suit assets, derecognized financing obligation reclassified | 1,393 | 1,393 | 1,312 | |||||||
Accumulated deficit | $ 15,266 | $ 15,266 | $ 7,865 | |||||||
ASU 2016-02 | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Operating lease right-of-use assets | $ 888 | |||||||||
Operating lease, liability | 963 | |||||||||
Built-to-suit assets, derecognized amounts | 392 | |||||||||
Built to suit assets, financing obligation | 350 | |||||||||
Deferred tax liability, derecognized built-to-suit assets | 9 | |||||||||
Built-to-suit assets, derecognized financing obligation reclassified | 60 | |||||||||
Accumulated deficit | $ 9 | |||||||||
Maximum | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Operating and finance leases, term of contract | 76 years | |||||||||
Careem Inc. | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Asset acquisition, consideration transferred | $ 3,100 | |||||||||
Asset acquisition, consideration transferred, debt instruments | 1,700 | |||||||||
Asset acquisition, consideration transferred, cash | $ 1,400 | |||||||||
IPO | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock issued during period (in shares) | shares | 180 | |||||||||
Stock price (in dollars per share) | $ / shares | $ 45 | $ 45 | ||||||||
Proceeds from issuance of common stock | $ 8,000 | |||||||||
Conversion of shares (in shares) | shares | 905 | |||||||||
Exercise of common stock warrants (in shares) | shares | 0.2 | |||||||||
Share-based compensation expense | $ 3,600 | |||||||||
Shares withheld to meet tax withholding requirements (in shares) | shares | 29 | |||||||||
Shares withheld to meet tax withholding requirement, value | $ 1,300 | |||||||||
IPO | Common Stock | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock issued during period (in shares) | shares | 76 | |||||||||
IPO | Holders of 2021 Convertible Notes and 2022 Convertible Notes | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Conversion of Convertible Notes to common stock in connection with initial public offering (in shares) | shares | 94 | |||||||||
Underwriters' discounts and commissions | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Payments of stock issuance costs | $ 106 |
Revenue - Summary (Details)
Revenue - Summary (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | $ 3,166 | $ 3,099 | $ 2,768 | $ 2,584 | ||||
Revenue | $ 3,813 | $ 2,944 | $ 10,078 | $ 8,296 | ||||
United States and Canada | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue | 2,407 | 1,734 | 6,269 | 4,724 | ||||
Latin America (LATAM) | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue | 527 | 515 | 1,394 | 1,580 | ||||
Europe, Middle East and Africa (EMEA) | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue | 534 | 431 | 1,527 | 1,233 | ||||
Asia Pacific (APAC) | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue | 345 | 264 | 888 | 759 | ||||
Total Rides revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 2,895 | 2,376 | 2,418 | 2,425 | 2,351 | 2,261 | 7,689 | 7,037 |
Rides revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 2,866 | 2,371 | 7,590 | 6,842 | ||||
Vehicle Solutions revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Vehicle Solutions revenue, under ASC 840 | 31 | 119 | ||||||
Vehicle Solutions revenue, under ASC 842 | 3 | 16 | ||||||
Other revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 26 | 23 | 83 | 76 | ||||
Eats revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 645 | 595 | 536 | 394 | 346 | 283 | 1,776 | 1,023 |
Freight revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 218 | 167 | 127 | 122 | 69 | 40 | 512 | 231 |
Other Bets revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 38 | 28 | 18 | 3 | 2 | 0 | 84 | 5 |
ATG and Other Technology Programs collaboration revenue | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | $ 17 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 17 | $ 0 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligation (Details) $ in Millions | Sep. 30, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Performance obligation, amount | $ 100 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation, amount | $ 52 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation, amount | $ 48 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance period |
Investments and Fair Value Me_3
Investments and Fair Value Measurement - Investments (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
Marketable Securities [Line Items] | |||
Cash and cash equivalents | $ 12,650 | $ 6,406 | $ 4,756 |
Nonmarketable equity securities | 7,959 | 7,985 | |
Investments | 10,412 | 10,355 | |
Money market funds | |||
Marketable Securities [Line Items] | |||
Cash and cash equivalents | 6,039 | 268 | |
Restricted cash and cash equivalents | 1,595 | 1,237 | |
Didi | |||
Marketable Securities [Line Items] | |||
Nonmarketable equity securities | 7,953 | 7,953 | |
Other | |||
Marketable Securities [Line Items] | |||
Nonmarketable equity securities | 93 | 32 | |
Grab | |||
Marketable Securities [Line Items] | |||
Debt securities | 2,332 | 2,328 | |
Other | |||
Marketable Securities [Line Items] | |||
Debt securities | $ 34 | $ 42 |
Investments and Fair Value Me_4
Investments and Fair Value Measurement - Summary of Amortized Costs and Fair Value of Financial Assets (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Amortized Cost | ||
Amortized Cost, Within one year | $ 0 | $ 0 |
Amortized Cost, One year through five years | 2,279 | 2,275 |
Amortized Cost | 2,279 | 2,275 |
Fair Value | ||
Fair Value, Within one year | 0 | 0 |
Fair Value, One year through five years | 2,332 | 2,328 |
Fair Value | $ 2,332 | $ 2,328 |
Investments and Fair Value Me_5
Investments and Fair Value Measurement - Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Other long-term liabilities: | ||
Warrants | $ 45 | |
Recurring | ||
Investments: | ||
Debt securities | $ 2,366 | 2,370 |
Total financial assets | 10,087 | 3,875 |
Accrued and other current liabilities: | ||
Other | 27 | 9 |
Other long-term liabilities: | ||
Warrants | 0 | 52 |
Embedded derivatives | 0 | 2,018 |
Total financial liabilities | 27 | 2,079 |
Recurring | Money market funds | ||
Financial Assets | ||
Cash and cash equivalents | 6,039 | 268 |
Restricted cash and cash equivalents | 1,595 | 1,237 |
Recurring | Debt securities | ||
Investments: | ||
Debt securities | 2,366 | 2,370 |
Recurring | Non-marketable equity securities | ||
Investments: | ||
Non-marketable equity securities | 87 | 0 |
Recurring | Level 1 | ||
Investments: | ||
Total financial assets | 7,634 | 1,505 |
Accrued and other current liabilities: | ||
Other | 0 | 0 |
Other long-term liabilities: | ||
Warrants | 0 | 0 |
Embedded derivatives | 0 | 0 |
Total financial liabilities | 0 | 0 |
Recurring | Level 1 | Money market funds | ||
Financial Assets | ||
Cash and cash equivalents | 6,039 | 268 |
Restricted cash and cash equivalents | 1,595 | 1,237 |
Recurring | Level 1 | Debt securities | ||
Investments: | ||
Debt securities | 0 | 0 |
Recurring | Level 1 | Non-marketable equity securities | ||
Investments: | ||
Non-marketable equity securities | 0 | 0 |
Recurring | Level 2 | ||
Investments: | ||
Total financial assets | 0 | 0 |
Accrued and other current liabilities: | ||
Other | 0 | 0 |
Other long-term liabilities: | ||
Warrants | 0 | 0 |
Embedded derivatives | 0 | 0 |
Total financial liabilities | 0 | 0 |
Recurring | Level 2 | Money market funds | ||
Financial Assets | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 |
Recurring | Level 2 | Debt securities | ||
Investments: | ||
Debt securities | 0 | 0 |
Recurring | Level 2 | Non-marketable equity securities | ||
Investments: | ||
Non-marketable equity securities | 0 | 0 |
Recurring | Level 3 | ||
Investments: | ||
Total financial assets | 2,453 | 2,370 |
Accrued and other current liabilities: | ||
Other | 27 | 9 |
Other long-term liabilities: | ||
Warrants | 0 | 52 |
Embedded derivatives | 0 | 2,018 |
Total financial liabilities | 27 | 2,079 |
Recurring | Level 3 | Money market funds | ||
Financial Assets | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 |
Recurring | Level 3 | Debt securities | ||
Investments: | ||
Debt securities | 2,366 | 2,370 |
Recurring | Level 3 | Non-marketable equity securities | ||
Investments: | ||
Non-marketable equity securities | $ 87 | $ 0 |
Investments and Fair Value Me_6
Investments and Fair Value Measurement - Summary of Amortized Cost, Unrealized Gains and Losses of Financial Assets (Details) - Recurring - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 2,309 | $ 2,305 |
Unrealized Gains | 57 | 65 |
Unrealized Losses | 0 | 0 |
Fair Value | 2,366 | 2,370 |
Debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 2,309 | 2,305 |
Unrealized Gains | 57 | 65 |
Unrealized Losses | 0 | 0 |
Fair Value | $ 2,366 | $ 2,370 |
Investments and Fair Value Me_7
Investments and Fair Value Measurement - Summary of Unobservable Inputs (Details) | Sep. 30, 2019$ / shares | Dec. 31, 2018$ / shares |
Relative weighting | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Financing transactions, measurement input | 1 | 1 |
Transaction price per share | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Financing transactions, measurement input | 6.16 | 6.16 |
Investments and Fair Value Me_8
Investments and Fair Value Measurement - Fair Value of Unobservable Inputs, Assets (Details) - USD ($) $ in Millions | 6 Months Ended | 9 Months Ended |
Jun. 30, 2019 | Sep. 30, 2019 | |
Debt Securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance as of December 31, 2018 | $ 2,370 | $ 2,370 |
Total net gains (losses) | ||
Included in earnings | (8) | |
Included in other comprehensive income (loss) | 0 | |
Purchases | 4 | |
Transfers | 0 | |
Balance as of September 30, 2019 | 2,366 | |
Non-marketable equity securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance as of December 31, 2018 | 0 | 0 |
Total net gains (losses) | ||
Included in earnings | 22 | (12) |
Included in other comprehensive income (loss) | 0 | |
Purchases | 11 | |
Transfers | 88 | |
Balance as of September 30, 2019 | $ 87 | |
Warrants vested during period | $ 35 |
Investments and Fair Value Me_9
Investments and Fair Value Measurement - Fair Value of Unobservable Inputs, Liabilities (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Warrants | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance as of December 31, 2018 | $ 52 |
Vesting of share warrants | 1 |
Exercise of vested share warrants | (53) |
Change in fair value | 0 |
Settlement of derivative liability | 0 |
Balance as of September 30, 2019 | 0 |
Convertible Debt Embedded Derivative | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance as of December 31, 2018 | 2,018 |
Vesting of share warrants | 0 |
Exercise of vested share warrants | 0 |
Change in fair value | (58) |
Settlement of derivative liability | (1,960) |
Balance as of September 30, 2019 | $ 0 |
Investments and Fair Value M_10
Investments and Fair Value Measurement - Narrative (Details) $ / shares in Units, $ in Millions | May 14, 2019shares | Feb. 29, 2016warrant$ / sharesshares | Mar. 31, 2019USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2019 | Dec. 31, 2018USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Number of warrants issued | warrant | 2 | ||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 0.01 | ||||||
Warrants | $ | $ 45 | ||||||
Exercise of common stock warrants | $ | $ 0 | $ 1 | |||||
Redeemable Non-Controlling Interest | Redeemable Convertible Preferred Stock | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Exercise of common stock warrants | $ | $ 45 | ||||||
Warrants Issued, Tranche One | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Number of securities called by warrants (in shares) | shares | 205,034 | ||||||
Warrants Issued, Tranche Two | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Number of securities called by warrants (in shares) | shares | 820,138 | ||||||
IPO | Holders of 2021 Convertible Notes and 2022 Convertible Notes | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Conversion of Convertible Notes to common stock in connection with initial public offering (in shares) | shares | 94,000,000 | ||||||
Qualified Input Public Offering Rate | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Convertible debt embedded derivative, rate | 1 |
Investments and Fair Value M_11
Investments and Fair Value Measurement - Unrealized Gain (Loss) on Non-Marketable Securities (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | ||||
Upward adjustments | $ 0 | $ 0 | $ 22 | $ 1,984 |
Downward adjustments (including impairment) | 0 | 0 | 0 | 0 |
Total unrealized gain for non-marketable equity securities | $ 0 | $ 0 | $ 22 | $ 1,984 |
Investments and Fair Value M_12
Investments and Fair Value Measurement - Change In Equity Securities (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Disclosures [Abstract] | ||
Initial cost basis | $ 5,975 | $ 6,001 |
Upward adjustments | 1,984 | 1,984 |
Downward adjustments (including impairment) | 0 | 0 |
Total carrying value at the end of the period | $ 7,959 | $ 7,985 |
Equity Method Investments - Car
Equity Method Investments - Carrying Value (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Mar. 31, 2018 |
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 1,393 | $ 1,312 | |
MLU B.V. | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 1,255 | 1,234 | $ 1,400 |
Mission Bay 3 and 4 | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 138 | $ 78 |
Equity Method Investments - Nar
Equity Method Investments - Narrative (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Cash contributed for acquisition of equity method investments | $ 0 | $ 412 | |||||
Issuance of common stock as consideration for investment and acquisition | $ 9 | $ 93 | $ 52 | ||||
Recognized gain on assets/liabilities | 0 | $ 7 | 0 | $ 3,208 | |||
Equity method investments | 1,393 | 1,393 | $ 1,312 | ||||
MLU B.V. | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Cash contributed for acquisition of equity method investments | $ 345 | ||||||
Shares issued for consideration for equity method investments (in shares) | 2 | ||||||
Issuance of common stock as consideration for investment and acquisition | $ 52 | ||||||
Shares issued for consideration for equity method investments, call feature repurchase price per share (in dollars per share) | $ 48 | ||||||
Equity ownership interest | 38.00% | ||||||
Contingent ownership percentage | 35.00% | ||||||
Recognized gain on assets/liabilities | $ 954 | ||||||
Equity method investments | 1,255 | 1,400 | 1,255 | $ 1,234 | |||
Basis difference in equity method investment | $ 817 | $ 908 | $ 817 | ||||
Weighted-average life of intangible asset | 5 years 1 month 6 days |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||||
Total | $ 2,830 | $ 2,830 | $ 2,587 | ||
Less: Accumulated depreciation and amortization | (1,293) | (1,293) | (946) | ||
Property and equipment, net | 1,537 | 1,537 | 1,641 | ||
Depreciation | 92 | $ 120 | 344 | $ 294 | |
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 67 | 67 | 67 | ||
Building and site improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 40 | 40 | 93 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 349 | 349 | 315 | ||
Computer equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 903 | 903 | 858 | ||
Leased computer equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 484 | 484 | 288 | ||
Leased vehicles | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 26 | 26 | 34 | ||
Internal-use software | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 90 | 90 | 51 | ||
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 41 | 41 | 39 | ||
Dockless e-bikes | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | 72 | 72 | 10 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Total | $ 758 | $ 758 | $ 832 |
Select Historical Segment Fin_3
Select Historical Segment Financial Change - Revenue By Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | $ 3,166 | $ 3,099 | $ 2,768 | $ 2,584 | ||||
Rides | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | $ 2,895 | 2,376 | 2,418 | $ 2,425 | 2,351 | 2,261 | $ 7,689 | $ 7,037 |
Eats | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 645 | 595 | 536 | 394 | 346 | 283 | 1,776 | 1,023 |
Freight | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 218 | 167 | 127 | 122 | 69 | 40 | 512 | 231 |
Other Bets | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | 38 | 28 | 18 | 3 | 2 | 0 | 84 | 5 |
ATG and Other Technology Programs | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue excluding vehicle solutions revenue | $ 17 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 17 | $ 0 |
Select Historical Segment Fin_4
Select Historical Segment Financial Change - Reconciliation of Adjusted EBITDA by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | $ (1,106) | $ (5,485) | $ (1,034) | $ (763) | $ (739) | $ (478) | $ (7,625) | $ (1,980) |
Depreciation and amortization | (102) | (131) | (371) | (317) | ||||
Stock-based compensation expense | (401) | (64) | (4,353) | (147) | ||||
Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | 38 | (34) | (301) | 52 | 190 | 258 | (297) | 500 |
Reconciling Items | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Corporate G&A and Platform R&D | (623) | (622) | (568) | (501) | (466) | (436) | (1,813) | (1,403) |
Depreciation and amortization | (102) | (123) | (146) | (131) | (98) | (88) | (371) | (317) |
Stock-based compensation expense | (401) | (3,941) | (11) | (64) | (20) | (63) | (4,353) | (147) |
Legal, tax, and regulatory reserve changes and settlements | 27 | (380) | 0 | (56) | (252) | 0 | (353) | (308) |
Driver appreciation award | 0 | (299) | 0 | 0 | 0 | 0 | (299) | 0 |
Payroll tax on IPO stock-based compensation | 0 | (86) | 0 | 0 | 0 | 0 | (86) | 0 |
Asset impairment/loss on sale of assets | 0 | 0 | (8) | (54) | (81) | (32) | (8) | (167) |
Acquisition and financing related expenses | 0 | 0 | 0 | 0 | 0 | (15) | 0 | (15) |
Gain on restructuring of lease arrangement | 0 | 0 | 0 | 0 | 4 | 0 | 0 | 4 |
Impact of 2018 Divested Operations | 0 | 0 | 0 | (9) | (16) | (102) | 0 | (127) |
Rides | Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | 631 | 506 | 192 | 416 | 453 | 477 | 1,329 | 1,346 |
Eats | Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (316) | (286) | (309) | (189) | (84) | (50) | (911) | (323) |
Freight | Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (81) | (52) | (29) | (31) | (28) | (20) | (162) | (79) |
Other Bets | Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (72) | (70) | (42) | (12) | 0 | 0 | (184) | (12) |
ATG and Other Technology Programs | Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | $ (124) | $ (132) | $ (113) | $ (132) | $ (151) | $ (149) | $ (369) | $ (432) |
Select Historical Segment Fin_5
Select Historical Segment Financial Change - Narrative (Details) | 9 Months Ended |
Sep. 30, 2019segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 5 |
Number of reportable segments | 5 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Finance lease cost: | ||
Amortization of assets | $ 39 | $ 110 |
Interest of lease liabilities | 4 | 12 |
Operating lease cost | 84 | 230 |
Short-term lease cost | 4 | 22 |
Variable lease cost | 26 | 80 |
Sublease income | 0 | (1) |
Total lease cost | $ 157 | $ 453 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from financing leases | $ 10 |
Operating cash flows from operating leases | 192 |
Financing cash flows from financing leases | 120 |
Right-of-use assets obtained in exchange for lease obligations: | |
Operating lease liabilities | 804 |
Finance lease liabilities | $ 196 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information - Operating Leases (Details) $ in Millions | Sep. 30, 2019USD ($) |
Lessee, Lease, Description [Line Items] | |
Operating lease right-of-use assets | $ 1,538 |
Operating lease liability, current | 197 |
Operating lease liabilities, non-current | 1,459 |
Total operating lease liabilities | 1,656 |
Operating Lease Excluding Finance Obligation | |
Lessee, Lease, Description [Line Items] | |
Operating lease right-of-use assets | 1,538 |
Operating lease liability, current | 197 |
Operating lease liabilities, non-current | 1,459 |
Total operating lease liabilities | $ 1,656 |
Leases - Supplemental Balance_2
Leases - Supplemental Balance Sheet Information - Finance Leases (Details) $ in Millions | Sep. 30, 2019USD ($) |
Lessee, Lease, Description [Line Items] | |
Other current liabilities | $ 130 |
Finance Lease Excluding Finance Obligation | |
Lessee, Lease, Description [Line Items] | |
Property and equipment, at cost | 484 |
Accumulated depreciation | (207) |
Property and equipment, net | 277 |
Other current liabilities | 130 |
Other long-term liabilities | 144 |
Total finance leases liabilities | $ 274 |
Leases - Additional Lease Infor
Leases - Additional Lease Information (Details) | Sep. 30, 2019 |
Weighted-average remaining lease term | |
Operating leases (in years) | 16 years |
Finance leases (in years) | 2 years |
Weighted-average discount rate | |
Operating leases (as a percent) | 7.20% |
Finance leases (as a percent) | 5.10% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Millions | Sep. 30, 2019USD ($) |
Operating Leases | |
Remainder of 2019 | $ 58 |
2020 | 226 |
2021 | 290 |
2022 | 253 |
2023 | 186 |
Thereafter | 2,284 |
Total undiscounted lease payments | 3,297 |
Less: imputed interest | (1,641) |
Total lease liabilities | 1,656 |
Finance Lease Excluding Finance Obligation | |
Lessee, Lease, Description [Line Items] | |
Remainder of 2019 | 37 |
2020 | 136 |
2021 | 98 |
2022 | 18 |
2023 | 0 |
Thereafter | 0 |
Total undiscounted lease payments | 289 |
Less: imputed interest | (15) |
Total lease liabilities | $ 274 |
Leases - Narrative (Details)
Leases - Narrative (Details) ft² in Thousands, $ in Millions | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Nov. 30, 2016lease | Sep. 30, 2019USD ($) | Dec. 31, 2015ft²building | Dec. 31, 2018USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Operating lease, lease not yet commenced | $ 550 | |||
Finance lease, lease not yet commenced | 3 | |||
Property and equipment, net | $ 1,537 | $ 1,641 | ||
Finance Obligation | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of buildings under contract | building | 2 | |||
Rentable square feet under contract | ft² | 423 | |||
Ownership acquired under the sale leaseback contract | 49.00% | 49.00% | ||
Ownership percentage retained following lease termination | 100.00% | |||
Land Leases | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of land agreement leases | lease | 2 | |||
Lease term | 75 years | |||
Commitments under Land Leases | $ 167 | |||
Financing obligation | 79 | |||
Future land lease payments | $ 1,800 | |||
Future land lease payments, percentage allocated to operating lease | 51.00% | |||
Land Leases | Land | ||||
Lessee, Lease, Description [Line Items] | ||||
Property and equipment, net | $ 65 | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease, lease not yet commenced, term | 2 years | |||
Finance lease, lease not yet commenced, term | 2 years | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease, lease not yet commenced, term | 11 years | |||
Finance lease, lease not yet commenced, term | 11 years |
Leases - Failed Sale-Leaseback
Leases - Failed Sale-Leaseback Transaction (Details) - Finance Obligation $ in Millions | Sep. 30, 2019USD ($) |
Finance Leases | |
Remainder of 2019 | $ 1 |
2020 | 6 |
2021 | 6 |
2022 | 6 |
2023 | 6 |
Thereafter | 833 |
Total undiscounted lease payments | $ 858 |
Goodwill (Details)
Goodwill (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($)segment | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Number of operating segments | segment | 5 |
Number of reportable segments | segment | 5 |
Goodwill [Roll Forward] | |
Goodwill | $ 153 |
Reallocation due to change in segments | 0 |
Acquisitions | 14 |
Dispositions | 0 |
Goodwill | 167 |
Rides | |
Goodwill [Roll Forward] | |
Goodwill | 0 |
Reallocation due to change in segments | 25 |
Acquisitions | 0 |
Dispositions | 0 |
Goodwill | 25 |
Eats | |
Goodwill [Roll Forward] | |
Goodwill | 0 |
Reallocation due to change in segments | 13 |
Acquisitions | 0 |
Dispositions | 0 |
Goodwill | 13 |
Freight | |
Goodwill [Roll Forward] | |
Goodwill | 0 |
Reallocation due to change in segments | 0 |
Acquisitions | 0 |
Dispositions | 0 |
Goodwill | 0 |
Other Bets | |
Goodwill [Roll Forward] | |
Goodwill | 0 |
Reallocation due to change in segments | 100 |
Acquisitions | 0 |
Dispositions | 0 |
Goodwill | 100 |
ATG and Other Technology Programs | |
Goodwill [Roll Forward] | |
Goodwill | 0 |
Reallocation due to change in segments | 15 |
Acquisitions | 14 |
Dispositions | 0 |
Goodwill | 29 |
Previously Reported | Other Bets | |
Goodwill [Roll Forward] | |
Goodwill | 100 |
Reallocation due to change in segments | (100) |
Acquisitions | 0 |
Dispositions | 0 |
Goodwill | 0 |
Previously Reported | Core Platform | |
Goodwill [Roll Forward] | |
Goodwill | 53 |
Reallocation due to change in segments | (53) |
Acquisitions | 0 |
Dispositions | 0 |
Goodwill | $ 0 |
Long-Term Debt and Revolving _3
Long-Term Debt and Revolving Credit Arrangements - Components of Debt (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Jun. 13, 2018 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||
Total debt | $ 5,797 | $ 7,491 | ||
Less: unamortized discount and issuance costs | (59) | (595) | ||
Less: current portion of long-term debt | (27) | (27) | ||
Long-term debt, net of current portion | 5,711 | 6,869 | ||
Secured Loans | 2016 Senior Secured Term Loan | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 1,116 | 1,124 | ||
Effective Interest Rate | 6.10% | 6.10% | ||
Secured Loans | 2018 Senior Secured Term Loan | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 1,481 | 1,493 | ||
Effective Interest Rate | 6.20% | |||
Convertible Notes | 2021 Convertible Notes | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 0 | 1,844 | ||
Effective Interest Rate | 23.50% | 23.50% | ||
Convertible Notes | 2022 Convertible Notes | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 0 | 1,030 | ||
Effective Interest Rate | 13.70% | |||
Senior Note | 2023 Senior Note | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 500 | 500 | ||
Effective Interest Rate | 7.70% | |||
Senior Note | 2026 Senior Note | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 1,500 | 1,500 | ||
Effective Interest Rate | 8.10% | |||
Senior Note | 2027 Senior Note | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ 1,200 | $ 0 | ||
Effective Interest Rate | 7.70% |
Long-Term Debt and Revolving _4
Long-Term Debt and Revolving Credit Arrangements - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2019 | Oct. 31, 2018 | Apr. 30, 2018 | Jul. 31, 2016 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2015 | Dec. 31, 2018 | Jun. 13, 2018 | |
Debt Instrument [Line Items] | ||||||||||||
Total debt | $ 5,797,000,000 | $ 5,797,000,000 | $ 5,797,000,000 | $ 7,491,000,000 | ||||||||
Embedded derivative liability (income) expense | $ 0 | $ (117,000,000) | $ 89,000,000 | $ (58,000,000) | $ 491,000,000 | |||||||
Secured Loans | 2016 Senior Secured Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of secured debt | $ 1,200,000,000 | |||||||||||
Debt discount | 23,000,000 | |||||||||||
Debt issuance costs | $ 13,000,000 | |||||||||||
Effective Interest Rate | 6.10% | 6.10% | 6.10% | 6.10% | ||||||||
Total debt | $ 1,116,000,000 | $ 1,116,000,000 | $ 1,116,000,000 | 1,124,000,000 | ||||||||
Secured Loans | 2018 Senior Secured Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of secured debt | $ 1,500,000,000 | |||||||||||
Debt discount | 8,000,000 | |||||||||||
Debt issuance costs | $ 15,000,000 | |||||||||||
Effective Interest Rate | 6.20% | 6.20% | 6.20% | |||||||||
Total debt | $ 1,481,000,000 | $ 1,481,000,000 | $ 1,481,000,000 | 1,493,000,000 | ||||||||
Convertible Notes | 2021 Convertible Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt discount | $ 1,100,000,000 | |||||||||||
Debt issuance costs | $ 1,000,000 | |||||||||||
Effective Interest Rate | 23.50% | 23.50% | 23.50% | 23.50% | ||||||||
Total debt | $ 0 | $ 0 | $ 0 | 1,844,000,000 | ||||||||
Proceeds from issuance of convertible debt | $ 1,700,000,000 | |||||||||||
Stated interest rate | 2.50% | |||||||||||
Duration for interest type payment election | 4 years | |||||||||||
Interest rate increase during final 2 year initial term | 12.50% | |||||||||||
Embedded derivative liability (income) expense | $ 0 | 80,000,000 | $ (20,000,000) | 419,000,000 | ||||||||
Convertible Notes | 2021 Convertible Notes | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate during maturity extension period | 3.50% | |||||||||||
Discount on conversion price rate | 18.00% | |||||||||||
Convertible Notes | 2021 Convertible Notes | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate during maturity extension period | 12.50% | |||||||||||
Discount on conversion price rate | 30.50% | |||||||||||
Convertible Notes | 2022 Convertible Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of secured debt | $ 949,000,000 | |||||||||||
Debt discount | 312,000,000 | |||||||||||
Debt issuance costs | $ 100,000 | |||||||||||
Effective Interest Rate | 13.70% | 13.70% | 13.70% | |||||||||
Total debt | $ 0 | $ 0 | $ 0 | 1,030,000,000 | ||||||||
Extension period | 1 year | |||||||||||
Stated interest rate | 2.50% | |||||||||||
Convertible Notes, internal rate of return | 8.00% | |||||||||||
Redemption period | 3 years | |||||||||||
Embedded derivative liability (income) expense | $ 0 | $ 9,000,000 | $ (38,000,000) | $ 72,000,000 | ||||||||
Convertible Notes | 2022 Convertible Notes | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Discount on conversion price rate | 8.10% | |||||||||||
Convertible Notes | 2022 Convertible Notes | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Discount on conversion price rate | 44.50% | |||||||||||
Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal amount | $ 2,000,000,000 | |||||||||||
Senior Note | 2023 Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt issuance costs | $ 9,000,000 | |||||||||||
Effective Interest Rate | 7.70% | 7.70% | 7.70% | |||||||||
Total debt | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | 500,000,000 | ||||||||
Stated interest rate | 7.50% | |||||||||||
Debt instrument term | 5 years | |||||||||||
Aggregate principal amount | $ 500,000,000 | |||||||||||
Senior Note | 2023 Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, fair value disclosure | $ 503,000,000 | $ 503,000,000 | $ 503,000,000 | |||||||||
Senior Note | 2026 Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Effective Interest Rate | 8.10% | 8.10% | 8.10% | |||||||||
Total debt | $ 1,500,000,000 | $ 1,500,000,000 | $ 1,500,000,000 | 1,500,000,000 | ||||||||
Stated interest rate | 8.00% | |||||||||||
Debt instrument term | 8 years | |||||||||||
Aggregate principal amount | $ 1,500,000,000 | |||||||||||
Senior Note | 2026 Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, fair value disclosure | 1,500,000,000 | 1,500,000,000 | 1,500,000,000 | |||||||||
Senior Note | 2027 Senior Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt issuance costs | $ 11,000,000 | $ 11,000,000 | $ 11,000,000 | |||||||||
Effective Interest Rate | 7.70% | 7.70% | 7.70% | |||||||||
Total debt | $ 1,200,000,000 | $ 1,200,000,000 | $ 1,200,000,000 | 0 | ||||||||
Stated interest rate | 7.50% | 7.50% | 7.50% | |||||||||
Debt instrument term | 8 years | |||||||||||
Aggregate principal amount | $ 1,200,000,000 | $ 1,200,000,000 | $ 1,200,000,000 | |||||||||
Senior Note | 2027 Senior Note | Level 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, fair value disclosure | 1,200,000,000 | 1,200,000,000 | 1,200,000,000 | |||||||||
Line of Credit | Revolving Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 2,300,000,000 | 2,300,000,000 | $ 2,300,000,000 | |||||||||
Credit facility, term | 5 years | |||||||||||
Line of credit balance | 0 | 0 | $ 0 | |||||||||
Line of Credit | Letters of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Letters of credit outstanding | 561,000,000 | 561,000,000 | 561,000,000 | 470,000,000 | ||||||||
Letters of credit outstanding that will reduce the available credit under facilities | $ 204,000,000 | $ 204,000,000 | $ 204,000,000 | $ 166,000,000 |
Long-Term Debt and Revolving _5
Long-Term Debt and Revolving Credit Arrangements - Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Debt Disclosure [Abstract] | ||||
Contractual interest coupon | $ 83 | $ 59 | $ 338 | $ 148 |
Amortization of debt discount and issuance costs | 2 | 82 | 80 | 231 |
8% IRR payout | 0 | 16 | 26 | 45 |
Total interest expense from long-term debt | $ 85 | $ 157 | $ 444 | $ 424 |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale - Narrative (Details) - Lion City Rentals - Not Discontinued Operations $ in Millions | Jan. 25, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Equity percentage to be purchased | 100.00% |
Fair value of consideration received, cash | $ 310 |
Contingent consideration | $ 33 |
Assets and Liabilities Held f_4
Assets and Liabilities Held for Sale - Summary of Information (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Assets held for sale | ||
Total assets held for sale | $ 0 | $ 406 |
Liabilities held for sale | ||
Total liabilities held for sale | $ 0 | 11 |
Not Discontinued Operations | Lion City Rentals | ||
Assets held for sale | ||
Cash and cash equivalents | 34 | |
Accounts receivable, net | 20 | |
Prepaid expenses and other current assets | 30 | |
Property and equipment, net | 322 | |
Total assets held for sale | 406 | |
Liabilities held for sale | ||
Accounts payable | 2 | |
Accrued liabilities | 2 | |
Other current liabilities | 7 | |
Total liabilities held for sale | 11 | |
Net assets held for sale | $ 395 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 466 | $ 265 |
Other receivables | 581 | 416 |
Other | 269 | 179 |
Prepaid expenses and other current assets | $ 1,316 | $ 860 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Accrued and Other Current Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued legal, regulatory and non-income taxes | $ 1,432 | $ 1,134 |
Accrued Partner liability | 552 | 459 |
Accrued professional and contractor services | 338 | 298 |
Accrued compensation and employee benefits | 352 | 261 |
Accrued marketing expenses | 89 | 152 |
Other accrued expenses | 340 | 160 |
Income and other tax liabilities | 174 | 157 |
Government and airport fees payable | 153 | 104 |
Short-term finance lease obligation for computer equipment | 110 | |
Short-term finance lease obligation for computer equipment | 130 | |
Other | 466 | 322 |
Accrued and other current liabilities | $ 4,026 | $ 3,157 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Other Long-Term Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Convertible debt embedded derivatives | $ 0 | $ 2,018 |
Deferred tax liabilities | 1,038 | 1,072 |
Financing obligation | 79 | 436 |
Income tax payable | 71 | 80 |
Other | 240 | 466 |
Other long-term liabilities | $ 1,428 | $ 4,072 |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Stockholders' equity, beginning balance | $ (7,385) | |
Other comprehensive income (loss) before reclassifications | 3 | $ (177) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 |
Other comprehensive income (loss) | 3 | (177) |
Stockholders' equity, ending balance | 15,062 | |
Accumulated Other Comprehensive Loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Stockholders' equity, beginning balance | (188) | (3) |
Stockholders' equity, ending balance | (185) | (180) |
Foreign Currency Translation Adjustments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Stockholders' equity, beginning balance | (228) | (3) |
Other comprehensive income (loss) before reclassifications | 3 | (219) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 |
Other comprehensive income (loss) | 3 | (219) |
Stockholders' equity, ending balance | (225) | (222) |
Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Stockholders' equity, beginning balance | 40 | 0 |
Other comprehensive income (loss) before reclassifications | 0 | 42 |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 |
Other comprehensive income (loss) | 0 | 42 |
Stockholders' equity, ending balance | $ 40 | $ 42 |
Supplemental Financial Statem_7
Supplemental Financial Statement Information - Other Income (Expenses), Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Interest income | $ 76 | $ 27 | $ 184 | $ 69 | |
Foreign currency exchange gains (losses), net | 8 | (18) | 0 | (42) | |
Gain on business divestitures | 0 | 7 | 0 | 3,208 | |
Gain (loss) on debt and equity securities, net | (13) | 0 | 1 | 1,984 | |
Change in fair value of embedded derivatives | 0 | $ 117 | (89) | 58 | (491) |
Gain on extinguishment of convertible notes and settlement of derivatives | 0 | $ 444 | 0 | 444 | 0 |
Other | (22) | 19 | 20 | 218 | |
Other income (expense), net | $ 49 | $ (54) | $ 707 | 4,946 | |
Grab Holding, Inc. | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on business divestitures | 2,200 | ||||
UBER Russia, CIS Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on business divestitures | $ 954 |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | May 16, 2019 | May 14, 2019 | Jan. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Apr. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | |||||||||
Preferred stock, shares issued (in shares) | 0 | 0 | |||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||||||||
Incremental stock-based compensation costs relating to modification of awards | $ 52 | ||||||||||
Share-based compensation expense | $ 401 | $ 64 | $ 4,353 | $ 147 | |||||||
Restricted Stock Awards, Restricted Stock Units, and Stock Appreciation Rights | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unamortized compensation costs | $ 2,400 | $ 2,400 | |||||||||
Weighted-average recognition period | 2 years 4 months 24 days | ||||||||||
2013 Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Increase in stock reserved for issuance (in shares) | 85,000,000 | ||||||||||
Number of shares reserved for future issuance (in shares) | 293,000,000 | ||||||||||
2019 Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of shares reserved for future issuance (in shares) | 130,000,000 | ||||||||||
Equity incentive plan, term over which available awards may increase | 10 years | ||||||||||
Equity incentive plan, percent of increase | 5.00% | ||||||||||
ESPP 2019 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of shares reserved for future issuance (in shares) | 25,000,000 | 25,000,000 | |||||||||
ESPP, percent of total shares outstanding, increase calculation | 1.00% | ||||||||||
ESPP, upper threshold on increase in authorized shares (in shares) | 25,000,000 | ||||||||||
IPO | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Conversion of shares (in shares) | 905,000,000 | ||||||||||
Stock issued during period (in shares) | 180,000,000 | ||||||||||
Stock price (in dollars per share) | $ 45 | $ 45 | |||||||||
Proceeds from issuance of common stock | $ 8,000 | ||||||||||
Share-based compensation expense | $ 3,600 | ||||||||||
Shares withheld to meet tax withholding requirements (in shares) | 29,000,000 | ||||||||||
Shares withheld to meet tax withholding requirement, value | $ 1,300 | ||||||||||
Private Placement | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock issued during period (in shares) | 11,000,000 | ||||||||||
Proceeds from issuance of common stock | $ 500 | ||||||||||
Series E Redeemable Convertible Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of securities called by warrants (in shares) | 150,071 | ||||||||||
Series G Redeemable Convertible Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of securities called by warrants (in shares) | 922,655 | ||||||||||
Common Stock | IPO | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock issued during period (in shares) | 76,000,000 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) - Summary of Restricted Common Stock (Details) - Restricted Stock shares in Thousands | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Shares outstanding (in shares) | shares | 898 |
Awards vested (in shares) | shares | (485) |
Awards Canceled and Forfeited (in shares) | shares | (61) |
Shares outstanding (in shares) | shares | 352 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 34.81 |
Weighted-Average Grant-Date Fair Value per Share, Vested (in dollars per share) | $ / shares | 34.84 |
Weighted-Average Grant-Date Fair Value per Share, Canceled and Forfeited (in dollars per share) | $ / shares | 34.57 |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 34.77 |
Redeemable Convertible Prefer_5
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) - SAR and Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options And Equity Instruments Other Than Options, Nonvested, Number Of Shares [Abstract] | ||
Weighted-Average Exercise Price Per Share, Outstanding (in dollars per share) | $ / shares | $ 9.22 | |
Weighted-Average Exercise Price Per Share, Awards granted (in dollars per share) | $ / shares | 43 | |
Weighted-Average Exercise Price Per Share, Awards exercised (in dollars per share) | $ / shares | 2.55 | |
Weighted-Average Exercise Price Per Share, Awards canceled and forfeited (in dollars per share) | $ / shares | 33.19 | |
Weighted-Average Exercise Price Per Share, Outstanding (in dollars per share) | $ / shares | 8.89 | $ 9.22 |
Weighted-Average Exercise Price Per Share, Vested and expected to vest (in dollars per share) | $ / shares | 4.58 | |
Weighted-Average Exercise Price Per Share, Exercisable (in dollars per share) | $ / shares | $ 4.58 | |
Share-Based Compensation Arrangement By Share-based Payment Award, Options And Equity Instruments Other Than Options, Nonvested, Additional Disclosures [Abstract] | ||
Weighted-Average Contractual Life, Outstanding | 4 years 10 months 20 days | 5 years 8 months 26 days |
Weighted-Average Contractual Life, Vested and expected to vest | 4 years 7 months 17 days | |
Weighted-Average Contractual Life, Exercisable | 4 years 7 months 17 days | |
Aggregate Intrinsic Value, Outstanding | $ | $ 934 | $ 1,456 |
Aggregate Intrinsic Value, Vested and expected to vest | $ | 933 | |
Aggregate Intrinsic Value, Exercisable | $ | $ 933 | |
SARs | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||
Shares outstanding (in shares) | 758 | |
Awards granted (in shares) | 86 | |
Awards exercised (in shares) | 0 | |
Awards canceled and forfeited (in shares) | (13) | |
Shares outstanding (in shares) | 831 | 758 |
Vested and expected to vest (in shares) | 648 | |
Exercisable (in shares) | 648 | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options outstanding (in shares) | 42,936 | |
Awards granted (in shares) | 250 | |
Awards exercised (in shares) | (1,272) | |
Awards canceled and forfeited (in shares) | (1,382) | |
Options outstanding (in shares) | 40,532 | 42,936 |
Vested and expected to vest (in shares) | 35,145 | |
Exercisable (in shares) | 35,145 |
Redeemable Convertible Prefer_6
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) - Restricted Stock Units Activity (Details) - RSUs shares in Thousands | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Shares outstanding (in shares) | shares | 75,835 |
Awards granted (in shares) | shares | 52,859 |
Awards vested (in shares) | shares | (27,255) |
Awards Canceled and Forfeited (in shares) | shares | (10,440) |
Shares outstanding (in shares) | shares | 90,999 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 37.20 |
Weighted-Average Grant-Date Fair Value per Share, Granted (in dollars per share) | $ / shares | 43.67 |
Weighted-Average Grant-Date Fair Value per Share, Vested (in dollars per share) | $ / shares | 37.38 |
Weighted-Average Grant-Date Fair Value per Share, Canceled and Forfeited (in dollars per share) | $ / shares | 40.40 |
Weighted-Average Grant-Date Fair Value per Share, Unvested and Outstanding (in dollars per share) | $ / shares | $ 42.47 |
Redeemable Convertible Prefer_7
Redeemable Convertible Preferred Stock, Common Stock, and Equity (Deficit) - Stock-Based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 401 | $ 64 | $ 4,353 | $ 147 |
Operations and support | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 26 | 4 | 431 | 11 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 16 | 2 | 229 | 6 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 262 | 49 | 2,822 | 60 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 97 | $ 9 | $ 871 | $ 70 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating Loss Carryforwards [Line Items] | ||||
Provision for income taxes | $ 3 | $ 1 | $ 20 | $ 605 |
Reserve on uncertain tax positions | 1,300 | 1,300 | ||
Increase in gross unrecognized tax benefits | 1,300 | |||
Settlement with Taxing Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expected decrease resulting from settlements with taxing authorities | 141 | 141 | ||
Foreign Deferred Tax Asset, Intellectual Property | ||||
Operating Loss Carryforwards [Line Items] | ||||
Step-up tax basis, intellectual property, foreign assets | $ 6,100 | $ 6,100 |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Computation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | May 16, 2019 | May 14, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Numerator | |||||||
Net income (loss) including non-controlling interests | $ (1,159) | $ (994) | $ (7,421) | $ 1,876 | |||
Less: net income (loss) attributable to non-controlling interests, net of tax | (3) | 8 | 11 | 8 | |||
Less: noncumulative dividends to preferred stockholders | 0 | 0 | 0 | (1,091) | |||
Less: undistributed earnings to participating securities | 0 | 0 | 0 | (533) | |||
Net income (loss) attributable to common stockholders | $ (1,162) | $ (986) | $ (7,410) | $ 260 | |||
Denominator | |||||||
Basic weighted-average common stock outstanding (in shares) | 1,700,213 | 445,783 | 1,092,241 | 441,301 | |||
Basic net income (loss) per share attributable to common stockholders (in dollars per share) | $ (0.68) | $ (2.21) | $ (6.79) | $ 0.59 | |||
Numerator | |||||||
Net income (loss) attributable to common stockholders | $ (1,162) | $ (986) | $ (7,410) | $ 260 | |||
Add: Change in fair value of MLU B.V. put/call feature | 0 | 0 | 0 | (10) | |||
Diluted net income (loss) attributable to common stockholders | $ (1,162) | $ (986) | $ (7,410) | $ 250 | |||
Denominator | |||||||
Basic weighted-average common stock outstanding (in shares) | 1,700,213 | 445,783 | 1,092,241 | 441,301 | |||
Weighted-average effect of potentially dilutive securities: | |||||||
Common stock subject to put/call feature (in shares) | 0 | 0 | 0 | 462 | |||
Other (in shares) | 0 | 0 | 0 | 449 | |||
Number of shares used in basic net income (loss) per share computation (in shares) | 1,700,213 | 445,783 | 1,092,241 | 477,592 | |||
Diluted net income (loss) per share attributable to common stockholders (in dollars per share) | $ (0.68) | $ (2.21) | $ (6.79) | $ 0.52 | |||
Common Stock | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Conversion of Convertible Notes to common stock in connection with initial public offering (in shares) | 93,978 | ||||||
Private Placement | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Stock issued during period (in shares) | 11,000 | ||||||
IPO | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Stock issued during period (in shares) | 180,000 | ||||||
Stock price (in dollars per share) | $ 45 | $ 45 | |||||
Conversion of shares (in shares) | 905,000 | ||||||
IPO | Holders of 2021 Convertible Notes and 2022 Convertible Notes | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Conversion of Convertible Notes to common stock in connection with initial public offering (in shares) | 94,000 | ||||||
IPO | Holders of 2021 Convertible Notes and 2022 Convertible Notes | Common Stock | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Conversion of Convertible Notes to common stock in connection with initial public offering (in shares) | 94,000 | ||||||
Stock options | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Stock options (in shares) | 0 | 0 | 0 | 34,165 | |||
RSUs | |||||||
Weighted-average effect of potentially dilutive securities: | |||||||
Stock options (in shares) | 0 | 0 | 0 | 1,215 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Antidilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 138,167 | 1,273,838 | 138,168 | 1,236,732 |
Redeemable convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 893,354 | 0 | 893,354 |
Convertible notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 200,595 | 0 | 200,595 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 40,532 | 43,240 | 40,532 | 8,690 |
Restricted common stock with performance condition | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 1,640 | 0 | 1,640 |
Common stock subject to repurchase | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 827 | 7,340 | 828 | 7,196 |
Warrants to purchase redeemable convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 1,073 | 0 | 1,073 |
SARs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 712 | 0 | 712 |
RSUs to settle fixed monetary awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 325 | 1,256 | 325 | 582 |
RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 91,284 | 123,927 | 91,284 | 122,763 |
Shares committed under ESPP | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,012 | 0 | 5,012 | 0 |
Shares in escrow | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 459 | 0 | 0 |
Warrants to purchase common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 187 | 242 | 187 | 127 |
Segment Information and Geogr_3
Segment Information and Geographic Information - Summary (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | |
Segment Reporting [Abstract] | ||||||||
Number of operating segments | segment | 5 | |||||||
Number of reportable segments | segment | 5 | |||||||
Segment Reporting Information [Line Items] | ||||||||
Depreciation and amortization | $ (102) | $ (131) | $ (371) | $ (317) | ||||
Stock-based compensation expense | (401) | (64) | (4,353) | (147) | ||||
Restructuring charges | (45) | 0 | (45) | 0 | ||||
Loss from operations | (1,106) | $ (5,485) | $ (1,034) | (763) | $ (739) | $ (478) | (7,625) | (1,980) |
Segments | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | 38 | (34) | (301) | 52 | 190 | 258 | (297) | 500 |
Segments | Rides | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | 631 | 506 | 192 | 416 | 453 | 477 | 1,329 | 1,346 |
Segments | Eats | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (316) | (286) | (309) | (189) | (84) | (50) | (911) | (323) |
Segments | Freight | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (81) | (52) | (29) | (31) | (28) | (20) | (162) | (79) |
Segments | Other Bets | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (72) | (70) | (42) | (12) | 0 | 0 | (184) | (12) |
Segments | ATG and Other Technology Programs | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Loss from operations | (124) | (132) | (113) | (132) | (151) | (149) | (369) | (432) |
Reconciling Items | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Unallocated research and development and general and administrative expenses | (623) | (622) | (568) | (501) | (466) | (436) | (1,813) | (1,403) |
Depreciation and amortization | (102) | (123) | (146) | (131) | (98) | (88) | (371) | (317) |
Stock-based compensation expense | (401) | (3,941) | (11) | (64) | (20) | (63) | (4,353) | (147) |
Legal, tax, and regulatory reserve changes and settlements | 27 | (380) | 0 | (56) | (252) | 0 | (353) | (308) |
Driver appreciation award | 0 | (299) | 0 | 0 | 0 | 0 | (299) | 0 |
Payroll tax on IPO stock-based compensation | 0 | (86) | 0 | 0 | 0 | 0 | (86) | 0 |
Asset impairment/loss on sale of assets | 0 | 0 | (8) | (54) | (81) | (32) | (8) | (167) |
Acquisition and financing related expenses | 0 | 0 | 0 | 0 | 0 | (15) | 0 | (15) |
Gain on restructuring of lease arrangement | 0 | 0 | 0 | 0 | 4 | 0 | 0 | 4 |
Impact of 2018 Divested Operations | $ 0 | $ 0 | $ 0 | $ (9) | $ (16) | $ (102) | $ 0 | $ (127) |
Segment Information and Geogr_4
Segment Information and Geographic Information - Geographic Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 3,813 | $ 2,944 | $ 10,078 | $ 8,296 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,250 | 1,621 | 5,866 | 4,420 |
Brazil | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 252 | 240 | 649 | 797 |
All other countries | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 1,311 | $ 1,083 | $ 3,563 | $ 3,079 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | May 15, 2019plaintiff | Mar. 26, 2019USD ($) | Mar. 11, 2019USD ($) | Sep. 25, 2018plaintiff | May 31, 2017indictment | Sep. 30, 2019USD ($) | Dec. 31, 2016lawsuit | May 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jan. 06, 2017TWD ($) | Jan. 05, 2017TWD ($) |
Commitments and Contingencies Disclosure [Abstract] | |||||||||||
Loss contingency accrual | $ 1,400 | $ 1,100 | |||||||||
Loss Contingencies [Line Items] | |||||||||||
Taiwan, maximum fine per offense | $ 25,000,000 | $ 150,000 | |||||||||
HMRC | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Value-added-tax percentage | 20.00% | ||||||||||
O'Conner, et al., v. Uber Technologies, Inc. and Yucesoy v. Uber Technologies, Inc., et al. | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of plaintiffs | plaintiff | 2 | ||||||||||
O'Conner, et al., v. Uber Technologies, Inc. and Yucesoy v. Uber Technologies, Inc., et al. | Settled Litigation | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Settlement amount awarded to other party | $ 20 | ||||||||||
Independant Contractor Misclassification Claims | Settled Litigation | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Estimated settlement cost | $ 142 | ||||||||||
Independant Contractor Misclassification Claims | Settled Litigation | Minimum | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Estimated settlement cost | $ 146 | ||||||||||
Independant Contractor Misclassification Claims | Settled Litigation | Maximum | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Estimated settlement cost | $ 170 | ||||||||||
Google v. Levandowski | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Settlement amount awarded to other party | $ 127 | ||||||||||
Estimated settlement cost | $ 65 | ||||||||||
Joint and Several Liability | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Settlement amount awarded to other party | $ 1 | ||||||||||
Copenhagen Criminal Prosecution | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of indictments | indictment | 4 | ||||||||||
Malden Transportion v. Uber Technologies, Inc. | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of plaintiffs | plaintiff | 6 | ||||||||||
Number of lawsuits | lawsuit | 7 |
Variable Interest Entities ("_3
Variable Interest Entities ("VIEs") - Narrative (Details) | Jul. 02, 2019 | Apr. 30, 2019 | Mar. 31, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2018buildingsubsidiary |
Variable Interest Entity [Line Items] | |||||||||
Equity method investments | $ 1,393,000,000 | $ 1,393,000,000 | $ 1,312,000,000 | ||||||
Limited guarantee | 50,000,000 | 50,000,000 | 50,000,000 | ||||||
Loss from equity method investment, net of tax | (9,000,000) | $ (15,000,000) | (25,000,000) | $ (32,000,000) | |||||
Event Center Office Partners, LLC | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Impairment of equity method investments | 0 | ||||||||
Variable Interest Entity, Primary Beneficiary | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Percentage of ownership before sale of stock | 100.00% | ||||||||
Assets | 1,300,000,000 | 1,300,000,000 | 115,000,000 | ||||||
Liabilities | 173,000,000 | 173,000,000 | $ 0 | ||||||
Variable Interest Entity, Not Primary Beneficiary | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Number of office buildings managed | building | 2 | ||||||||
Number of wholly owned subsidiaries owning buildings | subsidiary | 2 | ||||||||
Variable Interest Entity, Not Primary Beneficiary | Event Center Office Partners, LLC | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Ownership interest | 45.00% | ||||||||
Payments to acquire variable interest entity | $ 136,000,000 | ||||||||
Equity method investments | 136,000,000 | 136,000,000 | |||||||
Limited guarantee | $ 50,000,000 | $ 50,000,000 | |||||||
Variable Interest Entity, Not Primary Beneficiary | LLC Partner One | Event Center Office Partners, LLC | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Ownership interest | 45.00% | ||||||||
Variable Interest Entity, Not Primary Beneficiary | LLC Partner Two | Event Center Office Partners, LLC | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Ownership interest | 10.00% | ||||||||
Preferred Class A | Softbank, Toyota, and DENSO | ATG Investment | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Sale of stock, percentage of ownership after transaction | 13.80% |
Variable Interest Entities ("_4
Variable Interest Entities ("VIEs") - Summary of VIEs (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Variable Interest Entity [Abstract] | ||
Investment | $ 136 | $ 78 |
Additional cash contribution | 0 | 58 |
Limited guarantee | 50 | 50 |
Maximum exposure to loss | $ 186 | $ 186 |
Non-Controlling Interest (Detai
Non-Controlling Interest (Details) $ / shares in Units, shares in Millions, $ in Millions | Jul. 02, 2019USD ($)installment$ / sharesshares | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018 |
Noncontrolling Interest [Line Items] | ||||||||||
Revenue recognized from redeemable non-controlling interest | $ 3,166 | $ 3,099 | $ 2,768 | $ 2,584 | ||||||
Freight Holding | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Diluted ownership percentage in non-controlling interest | 80.00% | 80.00% | 80.00% | |||||||
Ownership percentage in non-controlling interest | 89.00% | 89.00% | 89.00% | |||||||
JUMP E-Bike and E-Scooters | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Diluted ownership percentage in non-controlling interest | 81.00% | |||||||||
Ownership percentage in non-controlling interest | 100.00% | |||||||||
ATG and Other Technology Programs collaboration revenue | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Revenue recognized from redeemable non-controlling interest | $ 17 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 17 | $ 0 | ||
Apparate | Volatility | Level 3 | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Unobservable measurement input | 0.42 | 0.42 | ||||||||
Apparate | Time to Liquidity | Level 3 | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Unobservable measurement input | 5 years | |||||||||
Apparate | Discount for Lack of Marketability | Level 3 | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Unobservable measurement input | 0.17 | 0.17 | ||||||||
ATG Investment | Apparate | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Sale of stock, percentage of ownership after transaction | 86.20% | |||||||||
ATG Investment | Apparate | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from issuance of common stock | $ 1,000 | |||||||||
Number of semi-annual installments | installment | 6 | |||||||||
Semi-annual installment received | $ 50 | |||||||||
ATG Investment | Apparate | ATG and Other Technology Programs collaboration revenue | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Revenue recognized from redeemable non-controlling interest | $ 17 | |||||||||
ATG Investment | Apparate | Toyota | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from issuance of common stock | $ 400 | |||||||||
ATG Investment | Apparate | Softbank | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from issuance of common stock | 333 | |||||||||
ATG Investment | Apparate | DENSO | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from issuance of common stock | $ 267 | |||||||||
ATG Investment | Apparate | Preferred Class A | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Stock issued during period (in shares) | shares | 1 | |||||||||
Preferred stock units issued (in dollars per share) | $ / shares | $ 1,000 | |||||||||
Sale of stock, percentage of ownership after transaction | 13.80% | |||||||||
Equity instrument, conversion ratio | 1 | |||||||||
Annual dividend rate | 4.50% | |||||||||
ATG Investment | Toyota | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Aggregate installment amount | $ 300 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | 1 Months Ended | |
Oct. 31, 2019 | Sep. 30, 2019 | |
James River Group | Restricted cash and cash equivalents | ||
Subsequent Event [Line Items] | ||
Funds held in trust as collateral | $ 1,200 | |
Subsequent Event | Cornershop | ||
Subsequent Event [Line Items] | ||
Consideration transferred | $ 459 | |
Subsequent Event | Cornershop | Tranche One | ||
Subsequent Event [Line Items] | ||
Consideration transferred | $ 50 |
Uncategorized Items - _IXDS
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 9,000,000 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations | 8,209,000,000 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations | 5,828,000,000 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 9,000,000 |