Liberty Expedia (LEXEB) 10-Q 3 May 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	Apr. 15, 2019
Entity Registrant Name	Liberty Expedia Holdings, Inc.
Entity Central Index Key	0001669600
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Common Series A
Entity Common Stock, Shares Outstanding		54,496,831
Common Series B
Entity Common Stock, Shares Outstanding		2,830,174

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 3,765	$ 2,512
Accounts receivable, net	2,621	2,154
Short-term marketable securities	508	53
Prepaid expenses	305	262
Other current assets	607	323
Total current assets	7,806	5,304
Property and equipment, net	967	1,043
Intangible assets not subject to amortization:
Goodwill	15,076	15,112
Tradenames	5,714	5,726
Indefinite lived intangible assets	20,790	20,838
Intangible assets subject to amortization, net	3,725	3,931
Other assets, net	1,358	791
Total assets	34,646	31,907
Current liabilities:
Accounts payable, merchant	1,736	1,699
Accounts payable, other	1,047	800
Accrued liabilities	703	829
Deferred merchant bookings	6,612	4,327
Deferred revenue	536	367
Current portion of debt (note 6)		5
Other current liabilities	114	51
Total current liabilities	10,748	8,078
Long-term debt and capital lease obligations, net, including $392 million and $382 million measured at fair value (note 6)	4,223	4,238
Deferred income tax liabilities	1,533	1,540
Other liabilities	837	534
Total liabilities	17,341	14,390
Equity
Preferred stock, $.01 par value. Authorized 50,000,000 shares; no shares issued
Additional paid-in capital	283	313
Accumulated other comprehensive earnings (loss), net of taxes	29	36
Retained earnings	1,988	2,051
Total stockholders' equity	2,301	2,401
Noncontrolling interests in equity of subsidiaries	15,004	15,116
Total equity	17,305	17,517
Commitments and contingencies (note 9)
Total liabilities and equity	34,646	31,907
Common Series A
Equity
Common stock value	1	1
Common Series B
Equity
Common stock value

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Long-term debt, fair value	$ 392	$ 382
Preferred Stock
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Common Series A
Common Stock
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	160,000,000	160,000,000
Common stock, shares issued	54,496,831	54,496,214
Common stock, shares outstanding	54,496,831	54,496,214
Common Series B
Common Stock
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	6,000,000	6,000,000
Common stock, shares issued	2,830,174	2,830,174
Common stock, shares outstanding	2,830,174	2,830,174

Condensed Consolidated Statemen

Condensed Consolidated Statements Of Operations - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Total revenue net (note 10)	$ 2,661	$ 2,574
Operating costs and expenses:
Selling and marketing	1,529	1,513
Technology and content	297	277
General and administrative	201	199
Cost of goods sold (exclusive of depreciation shown separately below)	39	48
Other operating expense	4	5
Depreciation and amortization	405	479
Legal reserves, occupancy tax, restructuring and related reorganization charges and other	20	4
Total operating cost and expenses	2,985	2,985
Operating income (loss)	(324)	(411)
Other income (expense):
Interest expense	(32)	(36)
Other, net	27	58
Total Other income (expense)	(5)	22
Earnings (loss) before income taxes	(329)	(389)
Income tax (expense) benefit	60	65
Net earnings (loss)	(269)	(324)
Less net earnings (loss) attributable to the noncontrolling interests	(205)	(280)
Net earnings (loss) attributable to Liberty Expedia Holdings, Inc. shareholders	$ (64)	$ (44)
Basic net earnings (loss) attributable to Series A and Series B Liberty Expedia Holdings, Inc. shareholders per common share (note 2)	$ (1.12)	$ (0.77)
Diluted net earnings (loss) attributable to Series A and Series B Liberty Expedia Holdings, Inc. shareholders per common share (note 2)	$ (1.12)	$ (0.77)
Service
Total revenue net (note 10)	$ 2,609	$ 2,508
Operating costs and expenses:
Cost of service revenue	490	460
Product
Total revenue net (note 10)	$ 52	$ 66

Condensed Consolidated Statem_2

Condensed Consolidated Statements Of Operations (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Selling and marketing
Stock-based compensation expense	$ 11	$ 11
Cost of service revenue
Stock-based compensation expense	3	2
Technology and content
Stock-based compensation expense	19	15
General and administrative
Stock-based compensation expense	$ 25	$ 23

Condensed Consolidated Statem_3

Condensed Consolidated Statements Of Comprehensive Earnings (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Consolidated Statements Of Comprehensive Earnings (Loss)
Net earnings (loss)	$ (269)	$ (324)
Other comprehensive earnings (loss), net of taxes:
Currency translation adjustments and other	(42)	102
Other comprehensive earnings (loss)	(42)	102
Comprehensive earnings (loss)	(311)	(222)
Less comprehensive earnings (loss) attributable to the noncontrolling interest	(240)	(189)
Comprehensive earnings (loss) attributable to Liberty Expedia Holdings, Inc. shareholders	$ (71)	$ (33)

Condensed Consolidated Statem_4

Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Cash flows from operating activities:
Net earnings (loss)	$ (269)	$ (324)
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	405	479
Stock-based compensation	58	51
Realized (gain) loss on foreign currency forwards	(7)	(8)
(Gain) loss on equity securities	(22)	(37)
Deferred income tax expense (benefit)	(3)	44
Other noncash charges (credits), net	(7)	(35)
Changes in operating assets and liabilities
Current and other assets	(486)	(400)
Payables and other liabilities	2,482	1,906
Net cash provided (used) by operating activities	2,151	1,676
Cash flows from investing activities:
Capital expended for property and equipment and capitalized software	(275)	(194)
Purchases of short-term marketable securities and other investments	(462)	(867)
Sales of short-term marketable securities	7	317
Other, net	6	14
Net cash provided (used) by investing activities	(724)	(730)
Cash flows from financing activities:
Borrowings of debt	32	67
Repayments of debt	(37)	(66)
Shares issued by subsidiary	91	20
Shares repurchased by subsidiary	(25)	(202)
Dividends paid by subsidiary	(40)	(39)
Taxes paid in lieu of shares issued for stock-based compensation		(2)
Other financing activities, net	4	(6)
Net cash provided (used) by financing activities	25	(228)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	(11)	17
Net increase (decrease) in cash, cash equivalents and restricted cash	1,441	735
Cash, cash equivalents and restricted cash at beginning of period	2,774	3,031
Cash, cash equivalents and restricted cash at end of period	$ 4,215	$ 3,766

Condensed Consolidated Statem_5

Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Consolidated Statements Of Cash Flows
Cash and cash equivalents	$ 3,765	$ 2,512
Restricted cash included within other current assets	$ 447	$ 259
Restricted cash, current - location	us-gaap:OtherAssetsCurrent	us-gaap:OtherAssetsCurrent
Restricted cash included within other assets	$ 3	$ 3
Restricted cash, noncurrent - location	us-gaap:OtherAssetsNoncurrent	us-gaap:OtherAssetsNoncurrent
Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flows	$ 4,215	$ 2,774

Condensed Consolidated Statem_6

Condensed Consolidated Statement Of Equity - USD ($) $ in Millions	Common Series ACommon stock	Additional paid-in capital	Accumulated other comprehensive earnings (loss)	Retained earnings	Noncontrolling Interests	Total
Beginning Balance at Dec. 31, 2017	$ 1	$ 370	$ 59	$ 2,179	$ 16,493	$ 19,102
Increase (Decrease) in Stockholders' Equity
Net earnings (loss)				(44)	(280)	(324)
Other comprehensive income (loss)			11		91	102
Stock-based compensation		8			43	51
Proceeds from exercise of equity instruments in subsidiary		(25)			45	20
Stock repurchases by subsidiary		18			(220)	(202)
Dividends paid by subsidiary, net of parent share					(39)	(39)
Taxes paid in lieu of shares issued for stock-based compensation		(2)				(2)
Other					4	4
Ending Balance at Mar. 31, 2018	1	369	69	2,136	16,127	18,702
Increase (Decrease) in Stockholders' Equity
Adoption of new accounting guidance			(1)	1	(10)	(10)
Beginning Balance at Dec. 31, 2018	1	313	36	2,051	15,116	17,517
Increase (Decrease) in Stockholders' Equity
Net earnings (loss)				(64)	(205)	(269)
Other comprehensive income (loss)			(7)		(35)	(42)
Stock-based compensation		9			49	58
Proceeds from exercise of equity instruments in subsidiary		(36)			127	91
Stock repurchases by subsidiary		(3)			(22)	(25)
Dividends paid by subsidiary, net of parent share					(40)	(40)
Other					9	9
Ending Balance at Mar. 31, 2019	$ 1	$ 283	$ 29	1,988	15,004	17,305
Increase (Decrease) in Stockholders' Equity
Adoption of new accounting guidance				$ 1	$ 5	$ 6

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2019
Basis of Presentation
Basis of Presentation	(1) Basis of Presentation During November 2015, the board of directors of Liberty Interactive Corporation ("Liberty Interactive"), now known as Qurate Retail, Inc. (“Qurate Retail”), authorized management to pursue a plan to distribute to holders of its then-outstanding Liberty Ventures common stock shares of a newly formed entity, Liberty Expedia Holdings, Inc. ("Expedia Holdings" or the "Company" as discussed below) ("Expedia Holdings Split-Off"). Following the Expedia Holdings Split-Off, Expedia Holdings is comprised of, among other things, Qurate Retail's former ownership interest in Expedia Group, Inc. (formerly “Expedia, Inc.”) ("Expedia"), as well as Qurate Retail's former wholly-owned subsidiary Vitalize, LLC (which we refer to as “Bodybuilding”). The Expedia Holdings Split-Off occurred on November 4, 2016. Following the Expedia Holdings Split-Off, Expedia Holdings and Qurate Retail operate as separate, publicly traded companies. The Expedia Holdings Split-Off was intended to be tax-free to Qurate Retail and the former stockholders of Liberty Ventures. In February 2017, the Internal Revenue Service (the “IRS”) completed its review of the Expedia Holdings Split-Off and informed Qurate Retail that it agreed with the nontaxable characterization of the transactions. Qurate Retail received an Issue Resolution Agreement from the IRS documenting this conclusion. On April 15, 2019, the Company and Expedia entered into an Agreement and Plan of Merger (the “Merger Agreement”). As a result of the Merger Agreement the Company will become a wholly owned subsidiary of Expedia (the “Merger”). Pursuant to the Merger Agreement, each share of the Company’s Series A and Series B common stock, issued and outstanding immediately prior to the effective time of the Merger (except for shares held by Expedia Holdings as treasury stock or directly held by Expedia) will be converted into the right to receive 0.36 of a share of Expedia common stock, plus cash (without interest) in lieu of any fractional shares of Expedia common stock. It is expected that the Merger will close in the third quarter of 2019, subject to the completion of an exchange by Barry Diller of up to 5.7 million shares of Expedia common stock (“EXPE”) for an equal number of shares of Expedia class B common stock and customary closing conditions, including approval by a majority of the aggregate voting power of Expedia Holdings common stock and the receipt of any applicable regulatory approvals. The accompanying condensed consolidated financial statements represent the consolidation of the historical financial information of Bodybuilding and Expedia. These financial statements refer to the consolidation of the aforementioned subsidiaries as "Expedia Holdings," "the Company," "us," "we" and "our" in the notes to the condensed consolidated financial statements. The Expedia Holdings Split-Off was accounted for at historical cost due to the pro rata nature of the distribution to the former holders of Liberty Ventures common stock. All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements. The accompanying (a) condensed consolidated balance sheet as of December 31, 2018, which has been derived from audited financial statements, and (b) the interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and the instructions on Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for such periods have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. Additionally, certain prior period amounts have been reclassified for comparability with current period presentation. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2018. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company considers (i) fair value measurement of non-financial instruments, (ii) accounting for certain merchant revenue, (iii) loyalty program accruals, (iv) valuation of other long-term liabilities, (v) measurement of stock-based compensation and (vi) income taxes to be its most significant estimates . Split-Off of Expedia Holdings from Qurate Retail Following the Expedia Holdings Split-Off, Qurate Retail and Expedia Holdings operate as separate, publicly traded companies, and neither has any stock ownership, beneficial or otherwise, in the other. In connection with the Expedia Holdings Split-Off, Expedia Holdings entered into certain agreements with Qurate Retail and/or Liberty Media Corporation (“Liberty Media”) (or certain of their subsidiaries) in order to govern certain of the ongoing relationships between these companies after the Expedia Holdings Split-Off and to provide for an orderly transition. These agreements include a reorganization agreement, a services agreement, a facilities sharing agreement and a tax sharing agreement. The reorganization agreement between Qurate Retail and Expedia Holdings provides for, among other things, the principal corporate transactions (including the internal restructuring) required to effect the Expedia Holdings Split-Off, certain conditions to the Expedia Holdings Split-Off and provisions governing the relationship between Expedia Holdings and Qurate Retail with respect to and resulting from the Expedia Holdings Split-Off. The tax sharing agreement between Qurate Retail and Expedia Holdings provides for the allocation and indemnification of tax liabilities and benefits between Qurate Retail and Expedia Holdings and other agreements related to tax matters. Pursuant to the services agreement, Liberty Media provides Expedia Holdings with general and administrative services including legal, tax, accounting, treasury and investor relations support. Under the facilities sharing agreement among Liberty Media, a subsidiary of Liberty Media and Expedia Holdings, Expedia Holdings shares office space with Qurate Retail and Liberty Media and related amenities at Liberty Media's corporate headquarters. Expedia Holdings will reimburse Liberty Media for direct, out-of-pocket expenses incurred by Liberty Media in providing these services and for costs that will be negotiated semi-annually. Under these various agreements, approximately $1 million for both of the three months ended March 31, 2019 and 2018, was reimbursable to Liberty Media. Seasonality Expedia generally experiences seasonal fluctuations in the demand for its travel services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of Expedia’s travel services, including merchant and agency hotel, is recognized as the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks for its hotel business and can be several months or more for its alternative accommodations business. Historically, Vrbo (formerly referred to as “Homeaway”), has seen seasonally stronger bookings in the first quarter of the year, with the relevant stays occurring during the peak summer travel months. The seasonal revenue impact is exacerbated with respect to income by the nature of Expedia’s variable cost of revenue and direct sales and marketing costs, which it typically realizes in closer alignment to booking volumes, and the more stable nature of its fixed costs. Furthermore, operating profits for Expedia’s primary advertising business, trivago N.V. (“trivago”), have typically been experienced in the second half of the year, particularly the fourth quarter, as selling and marketing costs offset revenue in the first half of the year as they typically increase marketing during the busy booking period for spring, summer and winter holiday travel. As a result on a consolidated basis, revenue and income are typically the lowest in the first quarter and highest in the third quarter. The continued growth of Expedia’s international operations, advertising business or a change in its product mix, including the growth of Vrbo, may influence the typical trend of the seasonality in the future, and there may also be business or market driven dynamics that result in short-term impacts to revenue or profitability that differ from the typical seasonal trends. Recent Accounting Pronouncements Not Yet Adopted Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued new guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities. The new guidance replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. This update is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods. Early adoption is permitted for annual periods beginning after December 15, 2018, including interim periods within those annual periods. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. Cloud Computing Arrangements. In August 2018, the FASB issued new guidance on the accounting for implementation costs incurred for a cloud computing arrangement that is a service contract. The update conforms the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting guidance that provides for capitalization of costs incurred to develop or obtain internal-use-software. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. Fair Value Measurements . In August 2018, the FASB issued new guidance related to the disclosure requirements on fair value measurements, which removes, modifies or adds certain disclosures. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements disclosures.

Earnings (Loss) Attributable to

Earnings (Loss) Attributable to Expedia Holdings Shareholders per Common Share	3 Months Ended
	Mar. 31, 2019
Earnings (Loss) Attributable to Expedia Holdings Shareholders per Common Share
Earnings (Loss) Attributable to Expedia Holdings Shareholders per Common Share	(2) Earnings (Loss) Attributable to Expedia Holdings Shareholders per Common Share Basic earnings (loss) per common share (“EPS”) is computed by dividing net earnings (loss) by the weighted average number of common shares outstanding (“WASO”) for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented. Three months ended March 31, 2019 2018 number of shares in millions Basic WASO 57 57 Potentially dilutive shares (1) 1 1 Diluted WASO 58 58 (1) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive. Excluded from diluted EPS for the three months ended March 31, 2019 and 2018, are less than a million potential common shares, because their inclusion would be anti-dilutive.

Expedia Ownership

Expedia Ownership	3 Months Ended
	Mar. 31, 2019
Expedia Ownership
Expedia Ownership	(3) Expedia Ownership Expedia is an online travel company, empowering business and leisure travelers with the tools and information they need to efficiently research, plan, book and experience travel. Expedia seeks to grow its business through a dynamic portfolio of travel brands, including its majority owned subsidiaries that feature the world's broadest supply portfolio as well as destination services and activities. Historically, Qurate Retail was (and, following the completion of the Expedia Holdings Split-Off, the Company is) a party to the Stockholders Agreement with Mr. Diller, pursuant to which Mr. Diller held an irrevocable proxy (the “Diller Proxy”) over all the shares of EXPE and Expedia class B common stock then owned by Qurate Retail. Qurate Retail was also subject to a governance agreement (the “Governance Agreement”) with Expedia which provided for the right to nominate 20% of the members of Expedia’s board of directors, which is currently comprised of 15 members (three of which were nominated by Qurate Retail). The Governance Agreement also provided for registration and other rights, and imposed certain restrictions on the ownership of shares of Expedia class B common stock. In connection with the Expedia Holdings Split-Off (i) the Stockholders Agreement and the Governance agreement were assigned to us and (ii) the Diller Proxy was irrevocably assigned by Mr. Diller to our company (the “Diller Assignment”) for a period of time up to 18 months following completion of the Expedia Holdings Split-Off (the “Outside Date”), subject to certain termination events as described in the Amended and Restated Transaction Agreement, dated as of September 22, 2016, among Mr. Diller, John C. Malone and Leslie Malone (the “Malone Group”), Qurate Retail and the Company (the “Transaction Agreement” and the date on which such termination event occurs, the “Proxy Arrangement Termination Date”). On March 6, 2018, the Company, Qurate Retail, the Malone Group and Mr. Diller entered into a letter agreement (the “Letter Agreement”), which amended the termination provisions of the Transaction Agreement to extend the Outside Date for an additional one year period. As a result, unless sooner terminated upon the occurrence of certain events or the taking of certain actions, in either case, as set forth in the Transaction Agreement, as amended by the Letter Agreement, the Proxy Arrangement Termination Date would occur, and the Transaction Agreement together with certain Subject Instruments (as defined in the Transaction Agreement) would have terminated, on May 4, 2019 (see discussion below). By virtue of (i) certain governance rights with respect to the Company as set forth in the Company’s restated certificate of incorporation, an amendment to the Stockholders Agreement and the Amended and Restated Transaction Agreement and (ii) the grant by the Malone Group to Mr. Diller of an irrevocable proxy to vote, subject to certain exceptions, shares of the Company’s common stock beneficially owned by the Malone Group upon the completion of the Expedia Holdings Split-Off or thereafter for a period of time ending upon termination of the Diller Assignment (the arrangements described in clauses (i) and (ii), together with the Diller Assignment, the “Proxy Arrangements”), prior to the termination of the Proxy Arrangements as described below, Mr. Diller was able to elect and replace the directors of the Company who determined how the Company would exercise certain rights and vote the shares of EXPE and Expedia class B common stock owned by the Company in the election of Expedia directors, though the Malone Group retained the ability to remove such directors of the Company. The rights under the Governance Agreement and Stockholders Agreement, each as assigned and amended, will be maintained even upon termination of the Proxy Arrangements. We began consolidating Expedia as of the completion of the Expedia Holdings Split-Off on November 4, 2016, as we then controlled a majority of the voting interest in Expedia for accounting purposes. Additionally, in conjunction with the application of acquisition accounting, we recorded a full step up in basis of Expedia along with a gain between our historical basis and the fair value of our interest in Expedia. As of March 31, 2019, Expedia Holdings beneficially owned approximately 16.1% of the outstanding Expedia common stock which represented a 52.7% voting interest in Expedia. During the third quarter of 2018, the Company purchased 269,646 additional shares of Expedia common stock for approximately $31 million pursuant to and in accordance with the preemptive rights as detailed by the Governance Agreement as assigned to the Company. On April 15, 2019, and prior to the Company’s entry into the Merger Agreement (see discussion in note 1), Mr. Diller, the Company, Qurate Retail and the Malone Group entered into Amendment No. 2 to the Amended and Restated Transaction Agreement, providing for the immediate termination of the Transaction Agreement, which automatically resulted in the termination of the Proxy Arrangements. As a result of the termination of the Proxy Arrangements, the Company no longer controls a majority of the voting interest in Expedia. Accordingly, the Company will deconsolidate Expedia as of April 15, 2019. Until the Merger is completed, the Governance Agreement and Stockholders Agreement remain in effect, meaning the Company has significant influence with respect to Expedia and accordingly will account for its investment in Expedia as an equity method affiliate and expects to elect the fair value option of accounting. The Company’s economic ownership percentage in Expedia remains the same. Dividends declared by Expedia During the three months ended March 31, 2019, Expedia has declared quarterly cash dividends, and has paid in cash an aggregate amount of $47 million to stockholders of which the Company has received $7 million. In addition, in May 2019, Expedia declared a quarterly cash dividend of $0.32 per share of outstanding common stock payable on June 13, 2019 to stockholders of record as of the close of business on May 23, 2019.

Assets and Liabilities Measured

Assets and Liabilities Measured at Fair Value	3 Months Ended
	Mar. 31, 2019
Assets and Liabilities Measured at Fair Value
Assets and Liabilities Measured at Fair Value	(4) Assets and Liabilities Measured at Fair Value For assets and liabilities required to be reported at fair value, GAAP provides a hierarchy that prioritizes inputs to valuation techniques used to measure fair value into three broad levels. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. The Company does not have any recurring assets or liabilities measured at fair value that would be considered Level 3. The Company’s assets and liabilities measured at fair value are as follows: March 31, 2019 December 31, 2018 Quoted prices Significant other Quoted prices Significant other in active markets observable in active markets observable for identical assets inputs for identical assets inputs Description Total (Level 1) (Level 2) Total (Level 1) (Level 2) amounts in millions Cash equivalents $ 1,287 110 1,177 725 79 646 Short-term marketable securities $ 508 20 488 53 11 42 Equity securities (1) $ 143 143 — 119 119 — Debt $ 392 — 392 382 — 382 (1) Equity securities are included in the Other assets, net line item in the condensed consolidated balance sheet. Cash equivalents are valued using quoted market prices or alternative pricing sources and models utilizing market observable inputs and are accordingly classified within Level 1 or Level 2. As of March 31, 2019, Cash equivalents consisted primarily of prime institutional money market funds with maturities of three months or less, time deposits as well as bank account balances. Expedia holds time deposit investments with financial institutions. Time deposits with original maturities of less than three months are classified as Cash equivalents and those with remaining maturities of less than one year are classified within Short-term marketable securities. During the three months ended March 31, 2019 and 2018 we recognized gross unrealized gains of approximately $24 million and $36 million, respectively, related to equity securities within Other, net in our condensed consolidated statements of operations.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	3 Months Ended
	Mar. 31, 2019
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets	(5) Goodwill and Other Intangible Assets Goodwill and Other Indefinite-lived Intangible Assets Other indefinite-lived intangible assets relate principally to Expedia trademarks and tradenames recognized in acquisition accounting. Changes in the carrying amount of goodwill are as follows (amounts in millions): Expedia Corporate and other Total Balance as of January 1, 2019 $ 15,112 — 15,112 Foreign exchange translation and other (36) — (36) Balance as of March 31, 2019 $ 15,076 — 15,076 Intangible Assets Subject to Amortization Amortization expense for intangible assets with finite useful lives was $358 million and $416 million for the three months ended March 31, 2019 and 2018, respectively. Based on its amortizable intangible assets as of March 31, 2019, the Company expects that amortization expense will be as follows for the next five years (amounts in millions): Remainder of 2019 $ 1,033 2020 893 2021 619 2022 381 2023 260

Long-Term Debt and Capital Leas

Long-Term Debt and Capital Lease Obligations	3 Months Ended
	Mar. 31, 2019
Long-Term Debt and Capital Lease Obligations
Long-Term Debt and Capital Lease Obligations	(6) Long-Term Debt and Capital Lease Obligations Outstanding debt and capital leases at March 31, 2019 and December 31, 2018 are summarized as follows: Outstanding Carrying value Principal March 31, December 31, March 31, 2019 2019 2018 amounts in millions Expedia Holdings 1% Exchangeable Senior Debentures due 2047 400 392 382 Expedia 5.95% senior notes due 2020 750 784 790 Expedia 2.5% (€650 million) senior notes due 2022 729 760 777 Expedia 4.5% senior notes due 2024 500 517 518 Expedia 5.0% senior notes due 2026 750 779 780 Expedia 3.8% senior notes due 2028 1,000 991 991 Bodybuilding revolving line of credit due 2020 — — 5 Total debt and capital lease obligations $ 4,129 4,223 4,243 Less portion classified as current — (5) Total long-term debt and capital lease obligations $ 4,223 4,238 1.0% Exchangeable Senior Debentures On June 13, 2017, the Company closed a private offering of $400 million of 1.0% Exchangeable Senior Debentures due 2047 (the “debentures”). Upon exchange of the debentures, the Company, at its option, may deliver registered EXPE shares, cash or a combination of EXPE and cash. Initially, 5.1566 shares of EXPE (the “EXPE Reference Shares”) are attributable to each $1,000 original principal amount of the debentures, representing an initial exchange price of approximately $193.93 for each share of EXPE. A total of approximately 2.1 million shares of Expedia common stock are attributable to the debentures. Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year, and commenced on September 30, 2017. The debentures may be redeemed by the Company, in whole or in part, on or after July 5, 2022. Holders of the debentures also have the right to require the Company to purchase their debentures on July 5, 2022. The redemption and purchase price will generally equal 100% of the adjusted principal amount of the debentures plus accrued and unpaid interest, plus any final period distribution. The Company has elected to account for the debentures using the fair value option. The Company estimates the fair value of its debt based on the quoted market price for the same or similar issues or on the current rate offered to it for debt of the same remaining maturities not considered to be trading on active markets (level 2). Accordingly, changes in the fair value of these instruments of $5 million and $11 million for the three months ended March 31, 2019 and 2018, respectively, are recorded as unrealized losses and unrealized gains, respectively, in the Other, net line item in the condensed consolidated statements of operations. The Company will make an additional distribution on the debentures if Expedia makes a distribution of cash on the EXPE Reference Shares in excess of $0.28 (an “Excess Regular Cash Dividend”). Expedia began paying Excess Regular Cash Dividends during the third quarter of 2017. The Company will make additional distributions on the debentures under certain circumstances. Expedia Outstanding Debt Expedia 5.95% senior notes due 2020 Expedia has $750 million in registered senior unsecured notes outstanding at March 31, 2019 that are due in August 2020 and bear interest at 5.95% (the “Expedia 5.95% Notes”). The Expedia 5.95% Notes were issued at 99.893% of par. Interest is payable semi-annually in February and August of each year. Expedia may redeem the Expedia 5.95% Notes, in whole or in part, at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. The premium associated with the Expedia 5.95% Notes was recorded in acquisition accounting as the difference between fair value and the outstanding principal amount at the date of acquisition. This premium is being amortized over the remaining period to maturity through interest expense using the effective interest rate method. Expedia 2.5% senior notes due 2022 Expedia has €650 million of registered senior unsecured notes outstanding at March 31, 2019 that are due in June 2022 and bear interest at 2.5% (the “Expedia 2.5% Notes”). The Expedia 2.5% Notes were issued at 99.525% of par. Interest is payable annually in arrears in June of each year. Expedia may redeem the Expedia 2.5% Notes at its option, in whole or in part, at any time or from time to time. If Expedia elects to redeem the Expedia 2.5% Notes prior to March 3, 2022, it may redeem them at a specified “make-whole” premium. If Expedia elects to redeem the Expedia 2.5% Notes on or after March 3, 2022, it may redeem them at a redemption price of 100% of the principal plus accrued and unpaid interest. Subject to certain limited exceptions, all payments of interest and principal for the Expedia 2.5% Notes will be made in Euros. The premium associated with the Expedia 2.5% Notes was recorded in acquisition accounting as the difference between fair value and the outstanding principal amount at the date of acquisition. This premium is being amortized over the remaining period to maturity through interest expense using the effective interest rate method. Expedia 4.5% senior notes due 2024 Expedia has $500 million in registered senior unsecured notes outstanding at March 31, 2019 that are due in August 2024 and bear interest at 4.5% (the “Expedia 4.5% Notes”). The Expedia 4.5% Notes were issued at 99.444% of par. Interest is payable semi-annually in February and August of each year. Expedia may redeem the Expedia 4.5% Notes at its option at any time in whole or from time to time in part. If Expedia elects to redeem the Expedia 4.5% Notes prior to May 15, 2024, it may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If Expedia elects to redeem the Expedia 4.5% Notes on or after May 15, 2024, it may redeem them at a redemption price of 100% of the principal plus accrued interest. The premium associated with the Expedia 4.5% Notes was recorded in acquisition accounting as the difference between fair value and the outstanding principal amount at the date of acquisition. This premium is being amortized over the remaining period to maturity through interest expense using the effective interest rate method. Expedia 5.0% senior notes due 2026 Expedia has $750 million in registered senior unsecured notes outstanding at March 31, 2019 that are due in February 2026 and bear interest at 5.0% (the "Expedia 5.0% Notes"). The Expedia 5.0% Notes were issued at 99.535% of par. Interest is payable semi-annually in arrears in February and August of each year. Expedia may redeem the Expedia 5.0% Notes at its option at any time in whole or from time to time in part. If Expedia elects to redeem the Expedia 5.0% Notes prior to November 12, 2025, it may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If Expedia elects to redeem the Expedia 5.0% Notes on or after November 12, 2025, it may redeem them at a redemption price of 100% of the principal plus accrued interest. The premium associated with the Expedia 5.0% Notes was recorded in acquisition accounting as the difference between fair value and the outstanding principal amount at the date of acquisition. This premium is being amortized over the remaining period to maturity through interest expense using the effective interest rate method. Expedia 3.8% senior notes due 2028 Expedia has $1 billion in senior unsecured notes outstanding at March 31, 2019 that are due in February 2028 and bear interest at 3.8% (the "Expedia 3.8% Notes"). The Expedia 3.8% Notes were issued at 99.747% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year, beginning February 15, 2018. Expedia may redeem the Expedia 3.8% Notes at its option at any time in whole or from time to time in part. If Expedia elects to redeem the Expedia 3.8% Notes prior to November 15, 2027, it may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If Expedia elects to redeem the Expedia 3.8% Notes on or after November 15, 2027, it may redeem them at a redemption price of 100% of the principal plus accrued interest. The Expedia 5.95%, 2.5%, 4.5%, 5.0% and 3.8% Notes (collectively the “Notes”) are senior unsecured obligations issued by Expedia and guaranteed by certain domestic Expedia subsidiaries. The Notes rank equally in right of payment with all existing and future unsecured and unsubordinated obligations of Expedia and the guarantor subsidiaries. In addition, the Notes include covenants that limit Expedia’s ability to (i) create certain liens, (ii) enter into sale/leaseback transactions and (iii) merge or consolidate with or into another entity or transfer substantially all of its assets. The Expedia 5.95%, 2.5%, 4.5%, 3.8% and 5.0% Notes are redeemable in whole or in part, at the option of the holders thereof, upon the occurrence of certain change of control triggering events at a purchase price in cash equal to 101% of the principal plus accrued and unpaid interest. Expedia Credit Facility Expedia maintains a $2 billion unsecured revolving credit facility with a group of lenders, which is unconditionally guaranteed by certain domestic Expedia subsidiaries that are the same as under the Notes, and expires in May 2023. As of December 31, 2018 and March 31, 2019, Expedia did not have any revolving credit facility borrowings outstanding. The facility bears interest based on Expedia’s credit ratings, with drawn amounts bearing interest at LIBOR plus 1.25% and the commitment fee on undrawn amounts at 0.175% as of March 31, 2019. The facility contains covenants including maximum leverage and minimum interest coverage ratios. The amount of stand-by letters of credit (“LOCs”) issued under the facility reduces the credit amount available. As of March 31, 2019, there were $15 million of outstanding stand-by LOCs issued under the facility. In addition, one of Expedia’s international subsidiaries maintains a €50 million uncommitted credit facility, which is guaranteed by Expedia and may be terminated at any time by the lender. As of March 31, 2019, there were no borrowings outstanding under this facility. Bodybuilding Revolving Line of Credit As of March 31, 2019, Bodybuilding has a revolving line of credit (the "Revolver") which is secured by substantially all of Bodybuilding’s assets. The maximum amount allowed under the Revolver is $25 million. Bodybuilding periodically borrows and repays amounts outstanding under the Revolver depending on its cash needs. The Revolver matures on January 20, 2020. The outstanding balance accrued interest at the CB Floating Rate less 1.0%, with a rate option balance that accrued interest at LIBOR plus 1.75%. As of March 31, 2019, there was no outstanding balance on the Revolver. Bodybuilding was not in compliance with the fixed charge coverage ratio covenant as of March 31, 2019. Although the original maturity date was January 20, 2020, Bodybuilding entered into an agreement with the lender to terminate the Revolver on April 15, 2019. Future potential operating losses of Bodybuilding will be funded by corporate level available cash. Fair Value of Debt The fair value, based on quoted market prices in less active markets (Level 2), of Expedia’s publicly traded debt securities is as follows (amounts in millions): March 31, 2019 Expedia 5.95% senior notes due 2020 $ 780 Expedia 2.5% (€650 million) senior notes due 2022 (1) $ 767 Expedia 4.5% senior notes due 2024 $ 521 Expedia 5.0% senior notes due 2026 $ 797 Expedia 3.8% senior notes due 2028 $ 968 (1) Approximately 683 million Euro as of March 31, 2019. The Company believes that the carrying value of its Revolver and secured notes approximated fair value at March 31, 2019 and December 31, 2018. Covenant Compliance Expedia Holdings and Expedia were in compliance with their debt covenants which consist of both financial and non-financial covenants as of March 31, 2019. See discussion above related to Bodybuilding debt covenant compliance.

Leases

Leases	3 Months Ended
	Mar. 31, 2019
Leases
Leases	(7) Leases Leases. In February 2016, the FASB issued new guidance which revises the accounting for leases. Under the new guidance, lessees are required to recognize a lease liability and a right-of-use (“ROU”) asset for all leases. The new guidance also simplifies the accounting for sale and leaseback transactions. The Company adopted this guidance on January 1, 2019. Additionally, the Company elected the optional transition method that allows for a cumulative-effect adjustment in the period of adoption and did not restate prior periods. The Company elected certain of the available transition practical expedients, including those that permit us to not reassess 1) whether any expired or existing contracts are or contain leases, 2) the lease classification for any expired or exiting leases, and 3) any initial direct costs for any existing leases as of the effective date. The Company did not elect the hindsight practical expedient, which permits entities to use hindsight in determining the lease term and assessing impairment. The standard had a material impact on the consolidated balance sheets, but did not have a material impact on the consolidated statements of operations or statements of cash flows. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. Additionally, the Company removed the assets and liabilities previously recorded pursuant to build-to-suit lease guidance resulting in an increase to retained earnings of approximately $1 million, and of approximately $5 million to non-controlling interest in equity of subsidiaries. The Company determines if an arrangement is a lease at inception. Operating leases are primarily for office space and data centers and are included in operating lease ROU assets, accrued expenses and other current liabilities, and operating lease liabilities on the consolidated balance sheets. ROU assets represent a right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For operating leases with a term of one year or less, the Company has elected to not recognize a lease liability or ROU asset on its consolidated balance sheet. Instead, it recognizes the lease payments as expense on a straight-line basis over the lease term. Short-term lease costs are immaterial to the consolidated statements of operations and cash flows. The Company has office space and data center lease agreements with insignificant non-lease components and has elected the practical expedient to combine and account for lease and non-lease components as a single lease component. The Company has operating leases for office space, data centers and distribution centers, and its leases have remaining lease terms of one year to 19 years, some of which include options to extend the leases for up to 10 years, and some of which include options to terminate the leases within one year. Operating lease costs were $38 million for the three months ended March 31, 2019. Total rental expense was $47 million for the three months ended March 31, 2018. Supplemental cash flow information related to leases were as follows: Three months ended March 31, 2019 in millions Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 39 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 6 Supplemental consolidated balance sheet information related to leases were as follows: March 31, 2019 in millions Operating lease right-of-use assets (1) $ 542 Current operating lease liabilities (2) $ 114 Operating lease liabilities (3) 476 Total operating lease liabilities $ 590 Weighted average remaining lease term (in years) 8.8 Weighted average discount rate (1) Operating lease right-of-use assets are included within the Other assets, net line item in the condensed consolidated balance sheets. (2) Current operating lease liabilities are included within the Other current liabilities line item in the condensed consolidated balance sheets. (3) Operating lease liabilities are included within the Other liabilities line item in the condensed consolidated balance sheets. Maturities of lease liabilities are as follows: Operating Leases in millions Remainder of 2019 $ 104 2020 107 2021 90 2022 73 2023 53 2024 and thereafter 278 Total lease payments $ 705 Less: implied interest 115 Present value of lease liabilities $ 590 As of March 31, 2019, the Company has additional operating leases, primarily for corporate offices, that have not yet commenced of $210 million. These operating leases will commence between 2019 and 2021 with lease terms of 2 years to 11 years.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2019
Stock-Based Compensation
Stock-Based Compensation	(8) Stock-Based Compensation Expedia Holdings Incentive Plan The Company has granted to certain of its directors and employees restricted stock units (“RSUs”) and options to purchase shares of Expedia Holdings common stock (“Awards”). The Company measures the cost of employee services received in exchange for an equity classified Award based on the grant-date fair value (“GDFV”) of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award). The Company has calculated the GDFV for all of its equity classified Awards using the Black-Scholes-Merton Model. The Company estimates the expected term of the Awards based on historical exercise and forfeiture data. The volatility used in the calculation for Awards is based on the historical volatility of Expedia Holdings common stock and the implied volatility of publicly traded Expedia Holdings options. The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options. There were no options to purchase shares of Series A or Series B common stock granted and no exercise, forfeiture or cancellation activity for Series B common stock during the three months ended March 31, 2019. Expedia Holdings – Outstanding Awards The following table presents the number and weighted average exercise price (“WAEP”) of Awards to purchase Expedia Holdings common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the Awards. Weighted average Aggregate remaining intrinsic Series A WAEP contractual life value (in thousands) (in millions) Outstanding at January 1, 2019 957 $ 26.28 Granted — $ — Exercised (1) $ 27.21 Forfeited/Cancelled — $ — Outstanding at March 31, 2019 956 $ 26.28 1.8 years $ 16 Exercisable at March 31, 2019 739 $ 21.90 1.1 years $ 15 As of March 31, 2019, there was no unrecognized compensation cost related to unvested Expedia Holdings options. As of March 31, 2019, the Company reserved 1.6 million shares of Series A and Series B common stock for issuance under exercise privileges of outstanding stock Awards. Expedia – Stock-based Compensation Pursuant to the Amended and Restated Expedia, Inc. 2005 Stock and Annual Incentive Plan, Expedia may grant restricted stock, RSUs, stock options and other stock-based awards to its directors, officers, employees and consultants. Expedia issues new shares to satisfy the exercise or release of stock-based awards. Expedia’s annual employee stock-based award grants typically occur during the first quarter of each year and generally vest over four years. During 2019, Expedia started issuing RSUs as its primary form of stock-based compensation, which vest 25% after one year and will then vest quarterly over the following three years. During the three months ended March 31, 2019, Expedia granted approximately 3 million RSUs. As of March 31, 2019, Expedia had stock-based awards outstanding representing approximately 21 million shares of its common stock, consisting of options to purchase approximately 16 million shares of its common stock with a weighted average exercise price of $101.79 and weighted average remaining life of 4.2 years and approximately 5 million RSUs. The stock-based compensation recognized by Expedia Holdings related to Expedia stock options and restricted stock awards was $58 million for the three months ended March 31, 2019.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2019
Commitments and Contingencies
Commitments and Contingencies	(9) Commitments and Contingencies Litigation The Company is subject to legal proceedings and other matters arising in the ordinary course of business. Although it is reasonably possible the Company may incur losses upon conclusion of such matters, an estimate of any loss or range of loss cannot be made. In the opinion of management, it is expected that amounts, if any, which may be required to satisfy such contingencies will not be material in relation to the accompanying condensed consolidated financial statements. Litigation Relating to Occupancy Taxes. One hundred one lawsuits have been filed by or against cities, counties and states involving hotel occupancy and other taxes. Fourteen lawsuits are currently active. These lawsuits are in various stages and Expedia continues to defend against the claims made in them vigorously. With respect to the principal claims in these matters, Expedia believes that the statutes or ordinances at issue do not apply to Expedia or the services it provides and, therefore, that Expedia does not owe the taxes that are claimed to be owed. Expedia believes that the statutes or ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations. To date, forty-six of these lawsuits have been dismissed. Some of these dismissals have been without prejudice and, generally, allow the governmental entity or entities to seek administrative remedies prior to pursuing further litigation. Thirty-two dismissals were based on a finding that Expedia and the other defendants were not subject to the local tax ordinance or that the local government lacked standing to pursue its claims. As a result of this litigation and other attempts by certain jurisdictions to levy such taxes, Expedia has established a reserve for the potential settlement of issues related to hotel occupancy and other taxes, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $54 million as of March 31, 2019. Expedia’s settlement reserve is based on its best estimate of probable losses, and the ultimate resolution of these contingencies may be greater or less than the liabilities recorded. An estimate for a reasonably possible loss or range of loss in excess of the amount reserved cannot be made. Changes to the settlement reserve are included within Legal reserves, occupancy tax, and other in the condensed consolidated statements of operations. Pay-to-Play. Certain jurisdictions may assert that Expedia is required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that Expedia believes it is subject to such taxes and, even when such payments are made, Expedia continues to defend its position vigorously. If Expedia prevails in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest. Hawaii (General Excise Tax). During 2013, the Expedia companies were required to “pay-to-play” and paid a total of $171 million in advance of litigation relating to general excise taxes for merchant model hotel reservations in the State of Hawaii. In September 2015, following a ruling by the Hawaii Supreme Court, the State of Hawaii refunded the Expedia companies $132 million of the original “pay-to-play” amount. Orbitz also received a similar refund of $22 million from the State of Hawaii in September 2015. The amount paid, net of refunds, by the Expedia companies and Orbitz to the State of Hawaii in satisfaction of past general excise taxes on their services for merchant model hotel reservations was $44 million. The parties reached a settlement relating to Orbitz merchant model hotel tax liabilities, and on October 5, 2016, the Expedia companies paid the State of Hawaii for the tax years 2012 through 2015. The Expedia companies and Orbitz have now resolved all assessments by the State of Hawaii for merchant model hotel taxes through 2015. The Department of Taxation also issued final assessments for general excise taxes against the Expedia companies, including Orbitz, dated December 23, 2015 for the time period 2000 to 2014 for hotel and car rental revenue for “agency model” transactions. Those assessments are currently under review in the Hawaii tax court, which has stayed proceedings in the agency hotel and car rental case pending the decision by the Hawaii Supreme Court in the merchant model car rental case addressed below. Final assessments by the Hawaii Department of Taxation for general excise taxes against certain Expedia companies, including Orbitz, relating to merchant car rental transactions during the years 2000 to 2014 are also under review. With respect to merchant model car rental transactions at issue for the tax years 2000 through 2013, the Hawaii tax court held on August 5, 2016 that general excise tax is due on the online travel companies’ services to facilitate car rentals. The court further ruled that for merchant model car rentals in Hawaii, the online travel companies are required to pay general excise tax on the total amount paid by consumers, with no credit for tax amounts already remitted by car rental companies to the State of Hawaii for tax years 2000 through 2013, thus resulting in a double tax on the amount paid by consumers to car rental companies for the rental of the vehicle. The court, however, ruled that when car rentals are paid for as part of a vacation package, tax is only due once on the amount paid by consumers to the car rental company for the rental of the vehicle. In addition, the court ruled that the online travel companies are required to pay interest and certain penalties on the amounts due. On April 25, 2017, the court entered a stipulated order and final judgment. On May 15, 2017, the Expedia companies paid under protest the full amount claimed due, or approximately $16.7 million, as a condition of appeal. The parties filed notices of cross-appeal from the order. On March 4, 2019, the Hawaii Supreme Court affirmed the tax court in part and reversed in part, finding that the defendant online travel companies are not obligated to pay tax on the amount paid by consumers to the car rental company for the rental of the vehicle; instead, for both package and standalone merchant model car rentals, they need only pay the tax on the amounts they charge for their services. Other Jurisdictions. Expedia is also in various stages of inquiry or audit with domestic and foreign tax authorities, some of which, including in the City of Los Angeles regarding hotel occupancy taxes and in the United Kingdom, regarding the application of value added tax (“VAT”) to its European Union related transactions as discussed below, may impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court. The ultimate resolution of these contingencies may be greater or less than the pay-to-play payments made and Expedia’s estimates of additional assessments mentioned above. Matters Relating to International VAT . Expedia is in various stages of inquiry or audit in multiple European Union jurisdictions, including the United Kingdom, regarding the application of VAT to its European Union related transactions. While Expedia believes it complies with applicable VAT laws, rules and regulations in the relevant jurisdictions, the tax authorities may determine that Expedia owes additional taxes. In certain jurisdictions, including the United Kingdom, Expedia may be required to “pay-to-play” any VAT assessment prior to contesting its validity. While Expedia believes that it will be successful based on the merits of its positions with regard to the United Kingdom and other VAT audits in pay-to-play jurisdictions, it is nevertheless reasonably possible that Expedia could be required to pay any assessed amounts in order to contest or litigate the applicability of any assessments and an estimate for a reasonably possible amount of any such payments cannot be made. Competition and Consumer Matters. Over the last several years, the online travel industry has become the subject of investigations by various national competition authorities ("NCAs"), particularly in Europe. Expedia is or has been involved in investigations predominately related to whether certain parity clauses in contracts between Expedia entities and accommodation providers, sometimes also referred to as "most favored nation" provisions, are anti-competitive. In Europe, investigations or inquiries into contractual parity provisions between hotels and online travel companies, including Expedia, were initiated in 2012, 2013 and 2014 by NCAs in Austria, Belgium, Czech Republic, Denmark, France, Germany, Greece, Hungary, Ireland, Italy, Poland, Sweden and Switzerland. While the ultimate outcome of some of these investigations or inquiries remains uncertain, and Expedia’s circumstances are distinguishable from other online travel companies subject to similar investigations and inquiries, Expedia notes in this context, that on April 21, 2015, the French, Italian and Swedish NCAs, working in close cooperation with the European Commission, announced that they accepted formal commitments offered by Booking.com to resolve and close the investigations against Booking.com in France, Italy and Sweden by Booking.com removing and/or modifying certain rate, conditions and availability parity provisions in its contracts with accommodation providers in France, Italy and Sweden as of July 1, 2015, among other commitments. Booking.com voluntarily extended the geographic scope of these commitments to accommodation providers throughout Europe as of the same date. With effect from August 1, 2015, Expedia waived certain rate, conditions and availability parity clauses in agreements with European hotel partners for a period of five years. While Expedia maintains that its parity clauses have always been lawful and in compliance with competition law, these waivers were nevertheless implemented as a positive step towards facilitating the closure of the open investigations into such clauses on a harmonized pan-European basis. Following the implementation of Expedia’s waivers, nearly all NCAs in Europe have announced either the closure of their investigation or inquiries involving Expedia or a decision not to open an investigation or inquiry involving Expedia. Below are descriptions of additional rate parity-related matters of note in Europe. The German Federal Cartel Office ("FCO") has required another online travel company, Hotel Reservation Service ("HRS"), to remove certain clauses from its contracts with hotels. HRS’ appeal of this decision was rejected by the Higher Regional Court Düsseldorf on January 9, 2015. On December 23, 2015, the FCO announced that it had also required Booking.com by way of an infringement decision to remove certain clauses from its contracts with German hotels. Booking.com has appealed the decision and the appeal was heard by the Higher Regional Court Düsseldorf on February 8, 2017. Those proceedings remain ongoing. The Italian competition authority's case closure decision against Booking.com and Expedia has subsequently been appealed by two Italian hotel trade associations, i.e. Federalberghi and AICA. These appeals remain at an early stage and no hearing date has been fixed. On November 6, 2015, the Swiss competition authority announced that it had issued a final decision finding certain parity terms existing in previous versions of agreements between Swiss hotels and each of Expedia, Booking.com and HRS to be prohibited under Swiss law. The decision explicitly notes that Expedia's current contract terms with Swiss hotels are not subject to this prohibition. The Swiss competition authority imposed no fines or other sanctions against Expedia and did not find an abuse of a dominant market position by Expedia. The FCO’s case against Expedia’s contractual parity provisions with accommodation providers in Germany remains open but is still at a preliminary stage with no formal allegations of wrong-doing having been communicated to Expedia to date. The Directorate General for Competition, Consumer Affairs and Repression of Fraud (the “DGCCRF”), a directorate of the French Ministry of Economy and Finance with authority over unfair trading practices, brought a lawsuit in France against Expedia entities objecting to certain parity clauses in contracts between Expedia and French hotels. In May 2015, the French court ruled that certain of the parity provisions in certain contracts that were the subject of the lawsuit were not in compliance with French commercial law, but imposed no fine and no injunction. The DGCCRF appealed the decision and, on June 21, 2017, the Paris Court of Appeal published a judgment overturning the decision. The court annulled parity clauses contained in the agreements at issue, ordered Expedia to amend its contracts, and imposed a fine. Expedia has appealed the decision. The appeal will not stay payment of the fine . Hotelverband Deutschland (“IHA”) e.V. (a German hotel association) brought proceedings before the Cologne regional court against Expedia, Expedia.com GmbH and Expedia Lodging Partner Services Sàrl. IHA applied for a ‘cease and desist’ order against these companies in relation to the enforcement of certain rate and availability parity clauses contained in contracts with hotels in Germany. On or around February 16, 2017, the court dismissed IHA’s action and declared the claimant liable for the Expedia defendants’ statutory costs. IHA appealed the decision and, on December 4, 2017, the Court of Appeals rejected IHA’s appeal. The Court of Appeals expressly confirmed that Expedia’s MFNs are in compliance both with European and German competition law. While IHA had indicated an intention to appeal the decision to the Federal Supreme Court, it has not lodged an appeal within the applicable deadline, with the consequence that the Court of Appeals judgment has now become final. A working group of 10 European NCAs (Belgium, Czech Republic, Denmark, France, Hungary, Ireland, Italy, Netherlands, Sweden and the United Kingdom) and the European Commission has been established by the European Competition Network (“ECN”) at the end of 2015 to monitor the functioning of the online hotel booking sector, following amendments made by a number of online travel companies (including Booking.com and Expedia) in relation to certain parity provisions in their contracts with hotels. The working group issued questionnaires to online travel agencies including Expedia, metasearch sites and hotels in 2016 . The underlying results of the ECN monitoring exercise were published on April 6, 2017. Legislative bodies in France (July 2015), Austria (December 2016), Italy (August 2017), and Belgium (August 2018) have also adopted new domestic anti-parity clause legislation. Expedia believes each of these pieces of legislation violates both EU and national legal principles and therefore, Expedia has challenged these laws at the European Commission. A motion requesting the Swiss government to take action on narrow price parity has been adopted in the Swiss parliament. The Swiss government is now required to draft legislation implementing the motion. Expedia is unable to predict whether and with what content legislation will ultimately be adopted and, if so, when this might be the case. It is not yet clear how any adopted domestic anti-parity clause legislations and/or any possible future legislation in this area may affect Expedia’s business. Outside of Europe, a number of NCAs have also opened investigations or inquired about contractual parity provisions in contracts between hotels and online travel companies in their respective territories, including Expedia. A Brazilian hotel sector association — Forum de Operadores Hoteleiros do Brasil — filed a complaint with the Brazilian Administrative Council for Economic Defence (“CADE”) against a number of online travel companies, including Booking.com, Decolar.com and Expedia, on July 27, 2016 with respect to parity provisions in contracts between hotels and online travel companies. On September 13, 2016, Expedia submitted its response to the complaint to CADE. On March 27, 2018, Expedia resolved CADE’s concerns based on a settlement implementing waivers substantially similar to those provided to accommodation providers in Europe. In late 2016, Expedia resolved the concerns of the Australia and New Zealand NCAs based on implementation of the waivers substantially similar to those provided to accommodation providers in Europe (on September 1, 2016 in Australia and on October 28, 2016 in New Zealand). More recently however, the Australian NCA has reopened its investigation. On and with effect from March 22, 2019, Expedia voluntarily and unilaterally waived certain additional rate parity provisions in agreements with Australian hotel partners. Expedia is in ongoing discussions with a limited number of NCAs in other countries in relation to its contracts with hotels. In April 2019, the Japan Fair Trade Commission (“JFTC”) launched an investigation into certain practices of a number of online travel companies, including Expedia. Expedia is cooperating with the JFTC in this investigation. Expedia is currently unable to predict the impact the implementation of the waivers both in Europe and elsewhere will have on Expedia's business, on investigations or inquiries by NCAs in other countries, or on industry practice more generally. In addition, regulatory authorities in Europe (including the UK Competition and Markets Authority, or “CMA”), Australia, and elsewhere have initiated legal proceedings and/or market studies, inquiries or investigations relating to online marketplaces and how information is presented to consumers using those marketplaces, including practices such as search results rankings and algorithms, discount claims, disclosure of charges, and availability and similar messaging. On June 28, 2018, the CMA announced that it will be requiring hotel booking websites to take action to address concerns identified in the course of its ongoing investigation . After consulting with the CMA, on January 31, 2019, Expedia agreed to offer certain voluntary undertakings with respect to the presentation of information on certain of its UK consumer-facing websites in order to address the CMA’s concerns. On February 4, 2019, the CMA confirmed that, as a result of the undertakings offered, it has closed its investigation without any admission or finding of liability. The undertakings become effective on September 1, 2019. On August 23, 2018, the Australian Competition and Consumer Commission, or “ACCC,” instituted proceedings in the Australian Federal Court against trivago. The ACCC alleged breaches of Australian consumer law relating to trivago’s advertisements in Australia concerning the hotel prices available on trivago’s Australian site and trivago’s strike-through pricing practice. A trial date is set for September 9, 2019 and an appropriate reserve has been accrued in respect to this matter. Expedia is cooperating with regulators in the investigations described above where applicable, but is unable to predict what, if any, effect such actions will have on its business, industry practices or online commerce more generally. Other than described above, the Company has not accrued a reserve in connection with the market studies, investigations, inquiries or legal proceedings described above either because the likelihood of an unfavorable outcome is not probable or the amount of any loss is not estimable. Certain Risks and Concentrations Expedia is subject to certain risks and concentrations including dependence on relationships with travel suppliers, primarily airlines and hotels, dependence on third-party technology providers, exposure to risks associated with online commerce security and payment related fraud. Expedia also relies on global distribution system partners and third-party service providers for certain fulfillment services. Off-Balance Sheet Arrangements Expedia Holdings did not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the Company's financial condition, results of operations, liquidity, capital expenditures or capital resources.

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2019
Segment Information
Segment Information	(10) Segment Information Expedia Holdings identifies its reportable segments as (A) those consolidated companies that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets and (B) those equity method affiliates whose share of earnings or losses represent 10% or more of Expedia Holdings’ annual pre-tax earnings (losses). Expedia Holdings evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as revenue and Adjusted OIBDA. In addition, Expedia Holdings reviews nonfinancial measures such as unique visitors, customer acquisition and conversion rates. For the three months ended March 31, 2019, Expedia Holdings has identified Expedia as its reportable segment. Expedia is a consolidated subsidiary of the Company that provides travel and services to leisure and corporate travelers in the United States and abroad as well as various media and advertising offerings to travel and non-travel advertisers. Expedia's revenue primarily consists of sales of travel services. Prior to obtaining a controlling interest in Expedia in connection with the Expedia Holdings Split-Off, the Company identified Expedia as a reportable segment, even though it was previously accounted for as an equity method investment. The results of Bodybuilding are included in the Corporate and other segment for all periods presented. Expedia Holdings' operating segments are strategic business units that offer different products and services. They are managed separately because each segment requires different technologies, distribution channels and marketing strategies. The accounting policies of the segments that are also consolidated companies are the same as those described in the Company's Summary of Significant Accounting Policies in the Annual Report on Form 10-K for the year ended December 31, 2018. Performance Measures Revenue Recognition The following table disaggregates revenue by reportable segment, business model and product and service type: Three months ended Three months ended March 31, 2019 March 31, 2018 (in millions) Business Model: Expedia Merchant $ 1,392 1,334 Agency 686 658 Advertising and media 264 282 Vrbo 267 234 Corporate and other Retail 52 66 Total revenue $ 2,661 2,574 Product and Service Type: Expedia Lodging 1,725 1,612 Air 248 242 Advertising and media 264 282 Other 372 372 Corporate and other Retail 52 66 Total revenue $ 2,661 2,574 Deferred Merchant Bookings. At December 31, 2018, $3.6 billion of cash advance cash payments was reported within deferred merchant bookings, of which $2.4 billion was recognized, resulting in $343 million of revenue during the three months ended March 31, 2019. At March 31, 2019, the related balance was $5.9 billion. At December 31, 2018, $700 million of deferred loyalty rewards was reported within deferred merchant bookings, $167 million of which was recognized as revenue during the three months ended March 31, 2019. At March 31, 2019, the related balance was $716 million. Deferred Revenue. At December 31, 2018, $364 million was recorded as deferred revenue, $172 million of which was recognized as revenue during the three months ended March 31, 2019. At March 31, 2019, the related balance was $533 million. Expedia Holdings defines Adjusted OIBDA as revenue less cost of sales, operating expenses, and selling, general and administrative expenses (excluding stock-based compensation). Expedia Holdings believes this measure is an important indicator of the operational strength and performance of its businesses, including each business's ability to service debt and fund capital expenditures. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. This measure of performance excludes depreciation and amortization, stock-based compensation, separately reported litigation settlements and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income (loss), net earnings (loss), cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP. Expedia Holdings generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices. Adjusted OIBDA is summarized as follows: Three months ended March 31, 2019 2018 amounts in millions Expedia $ 173 127 Corporate and other (14) (4) $ 159 123 Other Information March 31, 2019 Total Capital assets expenditures amounts in millions Expedia $ 34,474 274 Corporate and other 172 1 $ 34,646 275 The following table provides a reconciliation of segment Adjusted OIBDA to Operating income (loss) and Earnings (loss) before income taxes: Three months ended March 31, 2019 2018 amounts in millions Consolidated segment Adjusted OIBDA $ 159 123 Legal reserves, occupancy tax, restructuring and related reorganization charges and other (20) (4) Stock-based compensation (58) (51) Depreciation and amortization (405) (479) Operating income (loss) (324) (411) Interest expense (32) (36) Other, net 27 58 Earnings (loss) before income taxes $ (329) (389)

Basis of Presentation (Policies

Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2019
Basis of Presentation
Recent Accounting Pronouncements	Recent Accounting Pronouncements Not Yet Adopted Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued new guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities. The new guidance replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. This update is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods. Early adoption is permitted for annual periods beginning after December 15, 2018, including interim periods within those annual periods. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. Cloud Computing Arrangements. In August 2018, the FASB issued new guidance on the accounting for implementation costs incurred for a cloud computing arrangement that is a service contract. The update conforms the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting guidance that provides for capitalization of costs incurred to develop or obtain internal-use-software. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements. Fair Value Measurements . In August 2018, the FASB issued new guidance related to the disclosure requirements on fair value measurements, which removes, modifies or adds certain disclosures. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements disclosures.

Earnings (Loss) Attributable _2

Earnings (Loss) Attributable to Expedia Holdings Shareholders per Common Share (Tables)	3 Months Ended
	Mar. 31, 2019
Recent Accounting Pronouncements
Schedule of potentially dilutive equity awards	Three months ended March 31, 2019 2018 number of shares in millions Basic WASO 57 57 Potentially dilutive shares (1) 1 1 Diluted WASO 58 58 (1) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.

Assets and Liabilities Measur_2

Assets and Liabilities Measured at Fair Value (Tables)	3 Months Ended
	Mar. 31, 2019
Assets and Liabilities Measured at Fair Value
Schedule of assets and liabilities measured at fair value	March 31, 2019 December 31, 2018 Quoted prices Significant other Quoted prices Significant other in active markets observable in active markets observable for identical assets inputs for identical assets inputs Description Total (Level 1) (Level 2) Total (Level 1) (Level 2) amounts in millions Cash equivalents $ 1,287 110 1,177 725 79 646 Short-term marketable securities $ 508 20 488 53 11 42 Equity securities (1) $ 143 143 — 119 119 — Debt $ 392 — 392 382 — 382 (1) Equity securities are included in the Other assets, net line item in the condensed consolidated balance sheet.

Goodwill and Other Intangible_2

Goodwill and Other Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2019
Goodwill and Other Intangible Assets
Schedule of carrying amount of goodwill	Changes in the carrying amount of goodwill are as follows (amounts in millions): Expedia Corporate and other Total Balance as of January 1, 2019 $ 15,112 — 15,112 Foreign exchange translation and other (36) — (36) Balance as of March 31, 2019 $ 15,076 — 15,076
Schedule of amortization expense of intangible assets	Based on its amortizable intangible assets as of March 31, 2019, the Company expects that amortization expense will be as follows for the next five years (amounts in millions): Remainder of 2019 $ 1,033 2020 893 2021 619 2022 381 2023 260

Long-Term Debt and Capital Le_2

Long-Term Debt and Capital Lease Obligations (Tables)	3 Months Ended
	Mar. 31, 2019
Long-Term Debt and Capital Lease Obligations
Schedule of debt and capital leases	Outstanding Carrying value Principal March 31, December 31, March 31, 2019 2019 2018 amounts in millions Expedia Holdings 1% Exchangeable Senior Debentures due 2047 400 392 382 Expedia 5.95% senior notes due 2020 750 784 790 Expedia 2.5% (€650 million) senior notes due 2022 729 760 777 Expedia 4.5% senior notes due 2024 500 517 518 Expedia 5.0% senior notes due 2026 750 779 780 Expedia 3.8% senior notes due 2028 1,000 991 991 Bodybuilding revolving line of credit due 2020 — — 5 Total debt and capital lease obligations $ 4,129 4,223 4,243 Less portion classified as current — (5) Total long-term debt and capital lease obligations $ 4,223 4,238
Schedule of fair value of debt	The fair value, based on quoted market prices in less active markets (Level 2), of Expedia’s publicly traded debt securities is as follows (amounts in millions): March 31, 2019 Expedia 5.95% senior notes due 2020 $ 780 Expedia 2.5% (€650 million) senior notes due 2022 (1) $ 767 Expedia 4.5% senior notes due 2024 $ 521 Expedia 5.0% senior notes due 2026 $ 797 Expedia 3.8% senior notes due 2028 $ 968 (1) Approximately 683 million Euro as of March 31, 2019.

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2019
Leases
Schedule of supplemental cash flow and consolidated balance sheet information related to leases	Supplemental cash flow information related to leases were as follows: Three months ended March 31, 2019 in millions Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 39 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 6 Supplemental consolidated balance sheet information related to leases were as follows: March 31, 2019 in millions Operating lease right-of-use assets (1) $ 542 Current operating lease liabilities (2) $ 114 Operating lease liabilities (3) 476 Total operating lease liabilities $ 590 Weighted average remaining lease term (in years) 8.8 Weighted average discount rate (1) Operating lease right-of-use assets are included within the Other assets, net line item in the condensed consolidated balance sheets. (2) Current operating lease liabilities are included within the Other current liabilities line item in the condensed consolidated balance sheets. Operating lease
Schedule of operating lease maturities	Operating Leases in millions Remainder of 2019 $ 104 2020 107 2021 90 2022 73 2023 53 2024 and thereafter 278 Total lease payments $ 705 Less: implied interest 115 Present value of lease liabilities $ 590

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2019
Stock-Based Compensation
Schedule of stock option activity	Weighted average Aggregate remaining intrinsic Series A WAEP contractual life value (in thousands) (in millions) Outstanding at January 1, 2019 957 $ 26.28 Granted — $ — Exercised (1) $ 27.21 Forfeited/Cancelled — $ — Outstanding at March 31, 2019 956 $ 26.28 1.8 years $ 16 Exercisable at March 31, 2019 739 $ 21.90 1.1 years $ 15

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2019
Segment Information
Schedule of disaggregation of revenue	Three months ended Three months ended March 31, 2019 March 31, 2018 (in millions) Business Model: Expedia Merchant $ 1,392 1,334 Agency 686 658 Advertising and media 264 282 Vrbo 267 234 Corporate and other Retail 52 66 Total revenue $ 2,661 2,574 Product and Service Type: Expedia Lodging 1,725 1,612 Air 248 242 Advertising and media 264 282 Other 372 372 Corporate and other Retail 52 66 Total revenue $ 2,661 2,574
Schedule of performance measures by segment	Three months ended March 31, 2019 2018 amounts in millions Expedia $ 173 127 Corporate and other (14) (4) $ 159 123
Schedule of other information by segment	March 31, 2019 Total Capital assets expenditures amounts in millions Expedia $ 34,474 274 Corporate and other 172 1 $ 34,646 275
Schedule of reconciliation of segment Adjusted OIBDA to Operating income (loss) and Earnings (loss) before income taxes	Three months ended March 31, 2019 2018 amounts in millions Consolidated segment Adjusted OIBDA $ 159 123 Legal reserves, occupancy tax, restructuring and related reorganization charges and other (20) (4) Stock-based compensation (58) (51) Depreciation and amortization (405) (479) Operating income (loss) (324) (411) Interest expense (32) (36) Other, net 27 58 Earnings (loss) before income taxes $ (329) (389)

Basis of Presentation (Details)

Basis of Presentation (Details) shares in Millions, $ in Millions	Apr. 15, 2019shares	Mar. 31, 2019USD ($)	Mar. 31, 2018USD ($)
Business acquisition
Shares conversion, common stock right to receive		0.36
Chairman | Maximum
Business acquisition
Shares that will be exchanged as a part of the Merger Agreement | shares	5.7
Liberty Media
Schedule of Equity Method Investments [Line Items]
Related party transactions | $		$ 1	$ 1

Earnings (Loss) Attributable _3

Earnings (Loss) Attributable to Expedia Holdings Shareholders per Common Share (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Earnings per Share (EPS)
Basic WASO	57	57
Potentially dilutive shares	1	1
Dilutive WASO	58	58
Maximum
Earnings per Share (EPS)
Antidilutive securities excluded	1	1

Expedia Ownership (Details)

Expedia Ownership (Details) $ / shares in Units, $ in Millions	Mar. 06, 2018	Nov. 05, 2016	May 31, 2019$ / shares	Mar. 31, 2019USD ($)item	Sep. 30, 2018USD ($)shares
Schedule of Equity Method Investments [Line Items]
Proxy period (in months)		18 months
Proxy period extension (in years)	1 year
Proceeds from Dividends Received				$ 7
Expedia
Schedule of Equity Method Investments [Line Items]
Percentage of members of board which can be appointed by the company				20.00%
Number of members in board of directors | item				15
Number of directors appointed by the company | item				3
Expedia
Schedule of Equity Method Investments [Line Items]
Dividends, Common Stock, Cash				$ 47
Common Stock, Dividends, Per Share, Declared | $ / shares			$ 0.32
Expedia
Schedule of Equity Method Investments [Line Items]
Percentage of equity interest				16.10%
Voting interest (as a percent)				52.70%
Investment shares purchased | shares					269,646
Payments to Acquire Investments					$ 31

Assets and Liabilities Measur_3

Assets and Liabilities Measured at Fair Value - Fair Value Hierarchy (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2019	Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term marketable securities	$ 508	$ 53
Gross unrealized gains	24	36
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	1,287	725
Short-term marketable securities	508	53
Equity securities	143	119
Debt	392	382
Level 1 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	110	79
Short-term marketable securities	20	11
Equity securities	143	119
Level 2 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	1,177	646
Short-term marketable securities	488	42
Debt	$ 392	$ 382

Goodwill and Other Intangible_3

Goodwill and Other Intangible Assets - goodwill rollforward (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)
Goodwill [Line Items]
Goodwill, Beginning Balance	$ 15,112
Foreign exchange translation	(36)
Goodwill, Ending Balance	15,076
Expedia
Goodwill [Line Items]
Goodwill, Beginning Balance	15,112
Foreign exchange translation	(36)
Goodwill, Ending Balance	$ 15,076

Goodwill and Other Intangible_4

Goodwill and Other Intangible Assets - Amortizable Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Amortization	$ 358	$ 416
Remainder of 2019	1,033
2020	893
2021	619
2022	381
2023	$ 260

Long-Term Debt and Capital Le_3

Long-Term Debt and Capital Lease Obligations - Debt Table (Details) € in Millions, $ in Millions	Mar. 31, 2019EUR (€)	Mar. 31, 2019USD ($)	Dec. 31, 2018USD ($)
Debt Instrument [Line Items]
Outstanding Principal		$ 4,129
Total obligations		4,223	$ 4,243
Less portion classified as current			(5)
Total long-term debt		4,223	4,238
1.0% Exchangeable Senior Debentures
Debt Instrument [Line Items]
Outstanding Principal		400
total debt		392	382
Expedia | Expedia 5.95% Notes
Debt Instrument [Line Items]
Outstanding Principal		750
total debt		784	790
Expedia | Expedia 2.5% Notes
Debt Instrument [Line Items]
Outstanding Principal	€ 650	729
total debt		760	777
Expedia | Expedia 4.5% Notes
Debt Instrument [Line Items]
Outstanding Principal		500
total debt		517	518
Expedia | Expedia 5.0% Notes
Debt Instrument [Line Items]
Outstanding Principal		750
total debt		779	780
Expedia | Expedia 3.8% Notes
Debt Instrument [Line Items]
Outstanding Principal		1,000
total debt		$ 991	991
Bodybuilding | Bodybuilding Revolving line of credit due 2020
Debt Instrument [Line Items]
total debt			$ 5

Long-Term Debt and Capital Le_4

Long-Term Debt and Capital Lease Obligations - Text (Details) $ / shares in Units, $ in Thousands, € in Millions, item in Millions	Mar. 31, 2019EUR (€)subsidiary	Jun. 13, 2017USD ($)item$ / shares	Mar. 31, 2019USD ($)$ / shares	Mar. 31, 2018USD ($)	Mar. 31, 2019USD ($)subsidiary	Dec. 31, 2018USD ($)
Debt Instrument [Line Items]
Principal					$ 4,129,000
1.0% Exchangeable Senior Debentures
Debt Instrument [Line Items]
Debt instrument stated interest rate		1.00%
Redemption price, as a percentage of outstanding principal amount		100.00%
Realized and unrealized gain (loss) on financial instruments			$ (5,000)	$ 11,000
Minimum distribution by subsidiary triggering additional distribution on debentures | $ / shares			$ 0.28
Principal					$ 400,000
Debt instrument face amount		$ 400,000
Debentures original principal amount		$ 1,000
Debt Instrument, Convertible, Conversion Ratio		5.1566
Exchange price of shares attributable to debentures | $ / shares		$ 193.93
Shares Attributable to debentures | item		2.1
Expedia
Debt Instrument [Line Items]
Change of control repurchase price, as a percent	101.00%
Expedia | Expedia 5.95% Notes
Debt Instrument [Line Items]
Debt instrument stated interest rate	5.95%				5.95%
Debt Instrument Discount Percentage	99.893%				99.893%
Redemption price, as a percentage of outstanding principal amount	100.00%
Principal					$ 750,000
Expedia | Expedia 2.5% Notes
Debt Instrument [Line Items]
Debt instrument stated interest rate	2.50%				2.50%
Debt Instrument Discount Percentage	99.525%				99.525%
Redemption price, as a percentage of outstanding principal amount	100.00%
Principal	€ 650				$ 729,000
Expedia | Expedia 4.5% Notes
Debt Instrument [Line Items]
Debt instrument stated interest rate	4.50%				4.50%
Debt Instrument Discount Percentage	99.444%				99.444%
Redemption price, as a percentage of outstanding principal amount	100.00%
Principal					$ 500,000
Expedia | Expedia 5.0% Notes
Debt Instrument [Line Items]
Debt instrument stated interest rate	5.00%				5.00%
Debt Instrument Discount Percentage	99.535%				99.535%
Redemption price, as a percentage of outstanding principal amount	100.00%
Principal					$ 750,000
Expedia | Expedia 3.8% Notes
Debt Instrument [Line Items]
Debt instrument stated interest rate	3.80%				3.80%
Debt Instrument Discount Percentage	99.747%				99.747%
Redemption price, as a percentage of outstanding principal amount	100.00%
Principal					$ 1,000,000
Expedia | Expedia Revolving Line Of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity					2,000,000
Unused capacity commitment fee	0.175%
Line of credit					0	$ 0
Expedia | Expedia Revolving Line Of Credit | LIBOR
Debt Instrument [Line Items]
Interest rate basis			LIBOR
Interest rate spread	1.25%
Expedia | Letter of Credit
Debt Instrument [Line Items]
Letters of Credit Outstanding, Amount					$ 15,000
Expedia One International Subsidiary | Expedia International Subsidiary Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity | €	€ 50
Line of credit | €	€ 0
Number of subsidiaries | subsidiary	1				1
Bodybuilding | Bodybuilding Revolving line of credit due 2020
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 25,000
Line of credit					$ 0
Bodybuilding | Line of credit first tranche | LIBOR
Debt Instrument [Line Items]
Interest rate basis			LIBOR
Interest rate spread	1.75%
Bodybuilding | Line of credit remaining balance | CB Floating Rate
Debt Instrument [Line Items]
Interest rate basis			CB Floating Rate
Interest rate spread subtracted	1.00%

Long-Term Debt and Capital Le_5

Long-Term Debt and Capital Lease Obligations - Maturity and Fair Value (Details) € in Millions, $ in Millions	Mar. 31, 2019EUR (€)	Mar. 31, 2019USD ($)	Dec. 31, 2018USD ($)
Long-term debt, fair value		$ 392	$ 382
Expedia | Expedia 5.95% Notes | Level 2
Long-term debt, fair value		780
Expedia | Expedia 2.5% Notes | Level 2
Long-term debt, fair value	€ 683	767
Expedia | Expedia 4.5% Notes | Level 2
Long-term debt, fair value		521
Expedia | Expedia 5.0% Notes | Level 2
Long-term debt, fair value		797
Expedia | Expedia 3.8% Notes | Level 2
Long-term debt, fair value		$ 968

Leases - Impact of Adoption (De

Leases - Impact of Adoption (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, Practical Expedients, Package [true false]	true
Lease, Practical Expedient, Use of Hindsight [true false]	false
Retained earnings	$ 1,988		$ 2,051
Noncontrolling interests in equity of subsidiaries	$ 15,004		$ 15,116
Lessee, Operating Lease, Existence of Option to Extend [true false]	true
Lessee, Operating Lease, Existence of Option to Terminate [true false]	true
Operating Lease, Cost	$ 38
Rent expense		$ 47
Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
remaining lease term	1 year
Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
remaining lease term	19 years
Lessee, Operating Lease, Renewal Term	10 years
Operating lease termination term	1 year
ASU 2016-02 | Restatement Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Retained earnings	$ 1
Noncontrolling interests in equity of subsidiaries	$ 5

Leases - Supplemental Informati

Leases - Supplemental Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 39
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases	6
Balance sheet information
Operating lease right-of-use assets	$ 542
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Other Assets, Noncurrent
Current operating lease liabilities	$ 114
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other Liabilities, Current
Operating lease liabilities	$ 476
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other Liabilities, Noncurrent
Total operating lease liabilities	$ 590
Weighted average remaining lease term	8 years 9 months 18 days
Weighted average discount rate	4.00%

Leases - Lease Liabilities Matu

Leases - Lease Liabilities Maturities (Details) $ in Millions	Mar. 31, 2019USD ($)
Leases
Remainder of 2019	$ 104
2020	107
2021	90
2022	73
2023	53
2024 and thereafter	278
Total lease payments	705
Less: implied interest	115
Present value of lease liabilities	$ 590

Leases - Operating Leases Not Y

Leases - Operating Leases Not Yet Commenced (Details) $ in Millions	Mar. 31, 2019USD ($)
Lessee, Lease, Description [Line Items]
Operating lease not yet commenced	$ 210
Minimum
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract	2 years
Maximum
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract	11 years

Stock-Based Compensation - Expe

Stock-Based Compensation - Expedia Holdings Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)$ / sharesshares
Stock-Based Compensation
Expected dividend yield	0.00%
Additional disclosures
Unrecognized compensation cost | $	$ 0
Common Series A
Number of shares
Options outstanding, beginning balances	957
Granted (in shares)	0
Exercised (in shares)	(1)
Options outstanding, ending balances	956
Options Exercisable	739
Weighted average exercise price
Weighted average exercise price, beginning balances | $ / shares	$ 26.28
Exercised (in dollars per share) | $ / shares	27.21
Weighted average exercise price, ending balances | $ / shares	26.28
Exercisable (in dollars per share) | $ / shares	$ 21.90
Additional disclosures
Outstanding Weighted Average Remaining contractual term	1 year 9 months 18 days
Exercisable Weighted Average Remaining contractual term	1 year 1 month 6 days
Outstanding Aggregate Intrinsic Value | $	$ 16
Exercisable Aggregate Intrinsic Value | $	$ 15
Common Series B
Number of shares
Granted (in shares)	0
Exercised (in shares)	0
Forfeited/Cancelled (in shares)	0
Common Series A and B
Additional disclosures
Common stock shares reserved for future issuance	1,600

Stock-Based Compensation - Ex_2

Stock-Based Compensation - Expedia Stock-based Compensation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Share-based Compensation	$ 58	$ 51
2005 Expedia Stock and Annual Incentive Plan
Share-based Compensation	$ 58
Expedia
Vesting Period	4 years
Share-based compensation awards outstanding	21
Expedia | RSUs
Granted (in shares)	3
Shares outstanding	5
Expedia | RSUs | Vesting Period One
Vesting Period	1 year
Vesting percentage	25.00%
Expedia | RSUs | Vesting Period Two
Vesting Period	3 years
Expedia | Stock Options
Outstanding options	16
Weighted average exercise price, ending balances	$ 101.79
Outstanding Weighted Average Remaining contractual term	4 years 2 months 12 days

Commitments and Contingencies -

Commitments and Contingencies - Litigation (Details) $ in Millions	May 15, 2017USD ($)	Aug. 01, 2015	Sep. 30, 2015USD ($)	Mar. 31, 2019USD ($)lawsuititem	Dec. 31, 2013USD ($)	Dec. 31, 2015USD ($)
Expedia | Occupancy Tax Litigation
Loss Contingencies [Line Items]
Number of lawsuits filed by cities, counties and states involving hotel occupancy taxes | lawsuit				101
Number of lawsuits currently active | lawsuit				14
Number of lawsuits dismissed to date | lawsuit				46
Number of dismissals based on finding that defendant was not subject to local hotel occupancy tax or the local government lacked standing to pursue claims | item				32
Loss contingency reserve				$ 54
Expedia | Hawaii General Excise Tax Litigation
Loss Contingencies [Line Items]
Proceeds from tax refund			$ 132
Tax paid, net of refunds					$ 171
Expected Occupancy And Other Tax Assessment Payments	$ 16.7
Expedia | Competition Reviews And Legislation Relating To Parity Clauses
Loss Contingencies [Line Items]
Period when certain parity clauses were waived		5 years
Number of Italian hotel trade associations appealing the case closure | item				2
Number of NCA's in working group to monitor online hotel bookings | item				10
Orbitz Worldwide Inc | Hawaii General Excise Tax Litigation
Loss Contingencies [Line Items]
Proceeds from tax refund			$ 22
Expedia and Orbitz [member] | Hawaii General Excise Tax Litigation
Loss Contingencies [Line Items]
Tax paid, net of refunds						$ 44

Segment Information - Disaggreg

Segment Information - Disaggregation of revenue (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Disaggregation of Revenue [Line Items]
Revenue	$ 2,661	$ 2,574
Deferred Revenue Current	536		$ 367
Retail | Corporate and other
Disaggregation of Revenue [Line Items]
Revenue	52	66
Retail | Corporate and other
Disaggregation of Revenue [Line Items]
Revenue	52	66
Expedia | Operating Segments
Disaggregation of Revenue [Line Items]
Deferred Revenue Current	533		364
Revenue recognized	172
Expedia | Lodging | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	1,725	1,612
Expedia | Air | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	248	242
Expedia | Advertising and Media | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	264	282
Expedia | Other | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	372	372
Expedia | Merchant | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	1,392	1,334
Deferred Revenue Current	5,900		3,600
Revenue recognized including amounts remitted to merchant			2,400
Revenue recognized	343
Expedia | Loyalty Rewards | Operating Segments
Disaggregation of Revenue [Line Items]
Deferred Revenue Current	716		$ 700
Revenue recognized	167
Expedia | Agency | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	686	658
Expedia | Advertising and Media | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	264	282
Expedia | Vrbo | Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	$ 267	$ 234

Segment Information - Performan

Segment Information - Performance Measures (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted OIBDA	$ 159	$ 123
Corporate and other
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted OIBDA	(14)	(4)
Expedia | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted OIBDA	$ 173	$ 127

Segment Information - Other Inf

Segment Information - Other Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	$ 34,646		$ 31,907
Capital expenditures	275	$ 194
Operating Segments | Expedia
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	34,474
Capital expenditures	274
Corporate and other
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	172
Capital expenditures	$ 1

Segment Information - Reconcili

Segment Information - Reconciliation of Segment Adjusted OBIDA to Earnings (Loss) Before Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Information
Combined segment Adjusted OIBDA	$ 159	$ 123
Legal reserves, occupancy tax, restructuring and related reorganization charges and other	(20)	(4)
Stock-based compensation	(58)	(51)
Depreciation and amortization	(405)	(479)
Operating income (loss)	(324)	(411)
Interest expense	(32)	(36)
Other, net	27	58
Earnings (loss) before income taxes	$ (329)	$ (389)