AMAZON COM INC, 10-K filed on 2/1/2019
Annual Report
v3.10.0.1
Document and Entity Information - USD ($)
12 Months Ended
Dec. 31, 2018
Jan. 23, 2019
Jun. 30, 2018
Document And Entity Information [Abstract]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2018    
Document Fiscal Year Focus 2018    
Document Fiscal Period Focus FY    
Entity Registrant Name AMAZON COM INC    
Entity Central Index Key 0001018724    
Current Fiscal Year End Date --12-31    
Entity Well-known Seasoned Issuer Yes    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Filer Category Large Accelerated Filer    
Entity Emerging Growth Company false    
Entity Small Business false    
Entity Shell Company false    
Entity Public Float     $ 693,894,417,636
Entity Common Stock, Shares Outstanding   491,202,890  
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Consolidated Statements of Cash Flows - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Statement of Cash Flows [Abstract]      
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD $ 21,856 $ 19,934 $ 16,175
OPERATING ACTIVITIES:      
Net income 10,073 3,033 2,371
Adjustments to reconcile net income to net cash from operating activities:      
Depreciation of property and equipment and other amortization, including capitalized content costs 15,341 11,478 8,116
Stock-based compensation 5,418 4,215 2,975
Other operating expense, net 274 202 160
Other expense (income), net 219 (292) (20)
Deferred income taxes 441 (29) (246)
Changes in operating assets and liabilities:      
Inventories (1,314) (3,583) (1,426)
Accounts receivable, net and other (4,615) (4,780) (3,436)
Accounts payable 3,263 7,100 5,030
Accrued expenses and other 472 283 1,724
Unearned revenue 1,151 738 1,955
Net cash provided by (used in) operating activities 30,723 18,365 17,203
INVESTING ACTIVITIES:      
Purchases of property and equipment (13,427) (11,955) (7,804)
Proceeds from property and equipment incentives 2,104 1,897 1,067
Acquisitions, net of cash acquired, and other (2,186) (13,972) (116)
Sales and maturities of marketable securities 8,240 9,677 4,577
Purchases of marketable securities (7,100) (12,731) (7,240)
Net cash provided by (used in) investing activities (12,369) (27,084) (9,516)
FINANCING ACTIVITIES:      
Proceeds from long-term debt and other 768 16,228 618
Repayments of long-term debt and other (668) (1,301) (327)
Principal repayments of capital lease obligations (7,449) (4,799) (3,860)
Principal repayments of finance lease obligations (337) (200) (147)
Net cash provided by (used in) financing activities (7,686) 9,928 (3,716)
Foreign currency effect on cash, cash equivalents, and restricted cash (351) 713 (212)
Net increase (decrease) in cash, cash equivalents, and restricted cash 10,317 1,922 3,759
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD 32,173 21,856 19,934
SUPPLEMENTAL CASH FLOW INFORMATION:      
Cash paid for interest on long-term debt 854 328 290
Cash paid for interest on capital and finance lease obligations 575 319 206
Cash paid for income taxes, net of refunds 1,184 957 412
Property and equipment acquired under capital leases 10,615 9,637 5,704
Property and equipment acquired under build-to-suit leases $ 3,641 $ 3,541 $ 1,209
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Consolidated Statements Of Operations - USD ($)
shares in Millions, $ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Total net sales $ 232,887 $ 177,866 $ 135,987
Operating expenses:      
Cost of sales 139,156 111,934 88,265
Fulfillment 34,027 25,249 17,619
Marketing Expense 13,814 10,069 7,233
Technology and content 28,837 22,620 16,085
General and administrative 4,336 3,674 2,432
Other operating expense, net 296 214 167
Total operating expenses 220,466 173,760 131,801
Operating income (loss) 12,421 4,106 4,186
Interest income 440 202 100
Interest expense (1,417) (848) (484)
Other income (expense), net (183) 346 90
Total non-operating income (expense) (1,160) (300) (294)
Income before income taxes 11,261 3,806 3,892
Provision for income taxes (1,197) (769) (1,425)
Equity-method investment activity, net of tax 9 (4) (96)
Net income $ 10,073 $ 3,033 $ 2,371
Basic earnings per share $ 20.68 $ 6.32 $ 5.01
Diluted earnings per share $ 20.14 $ 6.15 $ 4.90
Weighted-average shares used in computation of earnings per share:      
Basic (in shares) 487 480 474
Diluted (in shares) 500 493 484
Net product sales      
Total net sales $ 141,915 $ 118,573 $ 94,665
Net service sales      
Total net sales $ 90,972 $ 59,293 $ 41,322
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Consolidated Statements of Comprehensive Income - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Statement of Comprehensive Income [Abstract]      
Net income $ 10,073 $ 3,033 $ 2,371
Other comprehensive income (loss):      
Foreign currency translation adjustments, net of tax of $(49), $5, and $6 (538) 533 (279)
Net change in unrealized gains (losses) on available-for-sale debt securities:      
Unrealized gains (losses), net of tax of $(12), $5, and $0 (17) (39) 9
Reclassification adjustment for losses (gains) included in “Other income (expense), net,” net of tax of $0, $0, and $0 8 7 8
Net unrealized gains (losses) on available-for-sale debt securities (9) (32) 17
Total other comprehensive income (loss) (547) 501 (262)
Comprehensive income $ 9,526 $ 3,534 $ 2,109
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Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Statement of Comprehensive Income [Abstract]      
Foreign currency translation adjustments, tax $ 6 $ 5 $ (49)
Unrealized gains (losses), tax 0 5 (12)
Reclassification adjustment for losses (gains) included in other income (expense), net, tax $ 0 $ 0 $ 0
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Consolidated Balance Sheets - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Current assets:    
Cash and cash equivalents $ 31,750 $ 20,522
Marketable securities 9,500 10,464
Inventories 17,174 16,047
Accounts receivable, net and other 16,677 13,164
Total current assets 75,101 60,197
Property and equipment, net 61,797 48,866
Goodwill 14,548 13,350
Other assets 11,202 8,897
Total assets 162,648 131,310
Current liabilities:    
Accounts payable 38,192 34,616
Accrued expenses and other 23,663 18,170
Unearned revenue 6,536 5,097
Total current liabilities 68,391 57,883
Long-term debt 23,495 24,743
Other long-term liabilities 27,213 20,975
Commitments and contingencies (Note 7)
Stockholders’ equity:    
Preferred stock, $0.01 par value: Authorized shares - 500 Issued and outstanding shares - none 0 0
Common stock, $0.01 par value: Authorized shares - 5,000 Issued shares - 507 and 514 Outstanding shares - 484 and 491 5 5
Treasury stock, at cost (1,837) (1,837)
Additional paid-in capital 26,791 21,389
Accumulated other comprehensive loss (1,035) (484)
Retained earnings 19,625 8,636
Total stockholders’ equity 43,549 27,709
Total liabilities and stockholders’ equity $ 162,648 $ 131,310
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Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2018
Dec. 31, 2017
Statement of Financial Position [Abstract]    
Preferred stock, par value (in usd per share) $ 0.01 $ 0.01
Preferred stock, authorized shares 500,000,000 500,000,000
Preferred stock, issued shares 0 0
Preferred stock, outstanding shares 0 0
Common stock, par value (in usd per share) $ 0.01 $ 0.01
Common stock, authorized shares 5,000,000,000 5,000,000,000
Common stock, issued shares 514,000,000 507,000,000
Common stock, outstanding shares 491,000,000 484,000,000
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Consolidated Statements of Stockholders' Equity - USD ($)
shares in Millions, $ in Millions
Total
Common Stock
Treasury Stock
Additional Paid-In Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Beginning Balance (in shares) at Dec. 31, 2015   471        
Beginning Balance at Dec. 31, 2015 $ 13,384 $ 5 $ (1,837) $ 13,394 $ (723) $ 2,545
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net income 2,371         2,371
Other comprehensive income (loss) (262)       (262)  
Exercise of common stock options   6        
Exercise of common stock options 1     1    
Excess tax benefits from stock-based compensation 829     829    
Stock-based compensation and issuance of employee benefit plan stock 2,962     2,962    
Ending Balance (in shares) at Dec. 31, 2016   477        
Ending Balance at Dec. 31, 2016 19,285 $ 5 (1,837) 17,186 (985) 4,916
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Cumulative effect of a change in accounting principle 687         687
Net income 3,033         3,033
Other comprehensive income (loss) 501       501  
Exercise of common stock options   7        
Exercise of common stock options 1     1    
Stock-based compensation and issuance of employee benefit plan stock 4,202     4,202    
Ending Balance (in shares) at Dec. 31, 2017   484        
Ending Balance at Dec. 31, 2017 27,709 $ 5 (1,837) 21,389 (484) 8,636
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Cumulative effect of a change in accounting principle 912       (4) 916
Net income 10,073         10,073
Other comprehensive income (loss) (547)       (547)  
Exercise of common stock options   7        
Exercise of common stock options 0     0    
Stock-based compensation and issuance of employee benefit plan stock 5,402     5,402    
Ending Balance (in shares) at Dec. 31, 2018   491        
Ending Balance at Dec. 31, 2018 $ 43,549 $ 5 $ (1,837) $ 26,791 $ (1,035) $ 19,625
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Description of Business and Accounting Policies
12 Months Ended
Dec. 31, 2018
Accounting Policies [Abstract]  
Description of Business and Accounting Policies
DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES
Description of Business
We seek to be Earth’s most customer-centric company. In each of our segments, we serve our primary customer sets, consisting of consumers, sellers, developers, enterprises, and content creators. We serve consumers through our online and physical stores and focus on selection, price, and convenience. We offer programs that enable sellers to sell their products in our stores and fulfill orders through us, and programs that allow authors, musicians, filmmakers, skill and app developers, and others to publish and sell content. We serve developers and enterprises of all sizes through our AWS segment, which offers a broad set of global compute, storage, database, and other service offerings. We also manufacture and sell electronic devices. In addition, we provide services, such as advertising.
We have organized our operations into three segments: North America, International, and AWS. See “Note 10 — Segment Information.”
Prior Period Reclassifications
Certain prior period amounts have been reclassified to conform to the current period presentation, including the addition of restricted cash to cash and cash equivalents on our consolidated statements of cash flows as a result of the adoption of new accounting guidance.
Principles of Consolidation
The consolidated financial statements include the accounts of Amazon.com, Inc., its wholly-owned subsidiaries, and those entities in which we have a variable interest and of which we are the primary beneficiary, including certain entities in India and China and that support our seller lending financing activities (collectively, the “Company”). Intercompany balances and transactions between consolidated entities are eliminated. The financial results of Whole Foods Market, Inc. (“Whole Foods Market”) have been included in our consolidated financial statements from the date of acquisition on August 28, 2017.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, income taxes, commitments and contingencies, valuation of acquired intangibles and goodwill, stock-based compensation forfeiture rates, vendor funding, and inventory valuation. Actual results could differ materially from those estimates.
Earnings per Share
Basic earnings per share is calculated using our weighted-average outstanding common shares. Diluted earnings per share is calculated using our weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method. In periods when we have a net loss, stock awards are excluded from our calculation of earnings per share as their inclusion would have an antidilutive effect.
The following table shows the calculation of diluted shares (in millions):
  
Year Ended December 31,
 
2016
 
2017
 
2018
Shares used in computation of basic earnings per share
474

 
480

 
487

Total dilutive effect of outstanding stock awards
10

 
13

 
13

Shares used in computation of diluted earnings per share
484

 
493

 
500


Revenue
Revenue is measured based on the amount of consideration that we expect to receive, reduced by estimates for return allowances, promotional discounts, and rebates. Revenue also excludes any amounts collected on behalf of third parties, including sales and indirect taxes. In arrangements where we have multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We generally determine stand-alone selling prices based on the prices charged to customers or using expected cost plus a margin.
A description of our principal revenue generating activities is as follows:
Retail sales - We offer consumer products through our online and physical stores. Revenue is recognized when control of the goods is transferred to the customer, which generally occurs upon our delivery to a third-party carrier or, in the case of an Amazon delivery, to the customer.
Third-party seller services - We offer programs that enable sellers to sell their products in our stores, and fulfill orders through us. We are not the seller of record in these transactions. The commissions and any related fulfillment and shipping fees we earn from these arrangements are recognized when the services are rendered, which generally occurs upon delivery of the related products to a third-party carrier or, in the case of an Amazon delivery, to the customer.
Subscription services - Our subscription sales include fees associated with Amazon Prime memberships and access to content including audiobooks, digital video, e-books, digital music, and other non-AWS subscription services. Prime memberships provide our customers with access to an evolving suite of benefits that represent a single stand-ready obligation. Subscriptions are paid for at the time of or in advance of delivering the services. Revenue from such arrangements is recognized over the subscription period.
AWS - Our AWS arrangements include global sales of compute, storage, database, and other services. Revenue is allocated to services using stand-alone selling prices and is primarily recognized when the customer uses these services, based on the quantity of services rendered, such as compute or storage capacity delivered on-demand. Certain services, including compute and database, are also offered as a fixed quantity over a specified term, for which revenue is recognized ratably. Sales commissions we pay in connection with contracts that exceed one year are capitalized and amortized over the contract term.
Other - Other revenue primarily includes sales of advertising services, which are recognized as ads are delivered based on the number of clicks or impressions.
Return Allowances
Return allowances, which reduce revenue and cost of sales, are estimated using historical experience. Liabilities for return allowances are included in “Accrued expenses and other” and were $567 million, $468 million, and $623 million as of December 31, 2016, 2017, and 2018. Additions to the allowance were $1.5 billion, $1.8 billion, and $2.3 billion and deductions from the allowance were $1.5 billion, $1.9 billion, and $2.3 billion in 2016, 2017, and 2018. Included in “Inventories” on our consolidated balance sheets are assets totaling $411 million, $406 million, and $519 million as of December 31, 2016, 2017, and 2018, for the rights to recover products from customers associated with our liabilities for return allowances.
Cost of Sales
Cost of sales primarily consists of the purchase price of consumer products, digital media content costs where we record revenue gross, including video and music, packaging supplies, sortation and delivery centers and related equipment costs, and inbound and outbound shipping costs, including where we are the transportation service provider. Shipping costs to receive products from our suppliers are included in our inventory, and recognized as cost of sales upon sale of products to our customers. Payment processing and related transaction costs, including those associated with seller transactions, are classified in “Fulfillment” on our consolidated statements of operations.
Vendor Agreements
We have agreements with our vendors to receive funds primarily for cooperative marketing efforts, promotions, incentives, and volume rebates. We generally consider these amounts received from vendors to be a reduction of the prices we pay for their goods, including property and equipment, or services, and are recorded as a reduction of the cost of inventory, cost of services, or cost of property and equipment. Volume rebates typically depend on reaching minimum purchase thresholds. We evaluate the likelihood of reaching purchase thresholds using past experience and current year forecasts. When volume rebates can be reasonably estimated, we record a portion of the rebate as we make progress towards the purchase threshold.
Fulfillment
Fulfillment costs primarily consist of those costs incurred in operating and staffing our North America and International segments’ fulfillment centers, customer service centers, and physical stores, including costs attributable to buying, receiving, inspecting, and warehousing inventories; picking, packaging, and preparing customer orders for shipment; payment processing and related transaction costs, including costs associated with our guarantee for certain seller transactions; responding to inquiries from customers; and supply chain management for our manufactured electronic devices. Fulfillment costs also include amounts paid to third parties that assist us in fulfillment and customer service operations.
Marketing
Marketing costs primarily consist of targeted online advertising, payroll and related expenses for personnel engaged in marketing and selling activities, and television advertising. We pay commissions to third parties when their customer referrals result in sales. We also participate in cooperative advertising arrangements with certain of our vendors, and other third parties.
Advertising and other promotional costs to market our products and services are expensed as incurred and were $5.0 billion, $6.3 billion, and $8.2 billion in 2016, 2017, and 2018. Prepaid advertising costs were not significant as of December 31, 2017 and 2018.
Technology and Content
Technology and content costs include payroll and related expenses for employees involved in the research and development of new and existing products and services, development, design, and maintenance of our stores, curation and display of products and services made available in our online stores, and infrastructure costs. Infrastructure costs include servers, networking equipment, and data center related depreciation, rent, utilities, and other expenses necessary to support AWS and other Amazon businesses. Collectively, these costs reflect the investments we make in order to offer a wide variety of products and services to our customers. Technology and content costs are generally expensed as incurred.
General and Administrative
General and administrative expenses primarily consist of payroll and related expenses; facilities and equipment expenses, such as depreciation expense and rent; professional fees and litigation costs; and other general corporate costs for corporate functions, including accounting, finance, tax, legal, and human resources, among others.
Stock-Based Compensation
Compensation cost for all stock awards expected to vest is measured at fair value on the date of grant and recognized over the service period. The fair value of restricted stock units is determined based on the number of shares granted and the quoted price of our common stock. Such value is recognized as expense over the service period, net of estimated forfeitures, using the accelerated method. The estimated number of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from our current estimates, such amounts will be recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including historical forfeiture experience and employee level.
Other Operating Expense, Net
Other operating expense, net, consists primarily of marketing-related, contract-based, and customer-related intangible asset amortization expense, and expenses related to legal settlements.
Other Income (Expense), Net
Other income (expense), net, consists primarily of foreign currency gains (losses) of $21 million, $247 million, and $(206) million in 2016, 2017, and 2018 and equity warrant valuation gains (losses) of $67 million, $109 million, and $(131) million in 2016, 2017, and 2018 and equity securities gains of $1 million, $18 million, and $145 million in 2016, 2017, and 2018.
Income Taxes
Income tax expense includes U.S. (federal and state) and foreign income taxes. Certain foreign subsidiary earnings are subject to U.S. taxation under the U.S. Tax Act, which also repeals U.S. taxation on the subsequent repatriation of those earnings. We intend to invest substantially all of our foreign subsidiary earnings, as well as our capital in our foreign subsidiaries, indefinitely outside of the U.S. in those jurisdictions in which we would incur significant, additional costs upon repatriation of such amounts.
Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered.
Deferred tax assets are evaluated for future realization and reduced by a valuation allowance to the extent we believe they will not be realized. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative loss experience and expectations of future earnings, capital gains and investment in such jurisdiction, the carry-forward periods available to us for tax reporting purposes, and other relevant factors.
We utilize a two-step approach to recognizing and measuring uncertain income tax positions (tax contingencies). The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not the position will be sustained on audit, including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. We consider many factors when evaluating our tax positions and estimating our tax benefits, which may require periodic adjustments and which may not accurately forecast actual outcomes. We include interest and penalties related to our tax contingencies in income tax expense.
Fair Value of Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value:
Level 1 — Valuations based on quoted prices for identical assets and liabilities in active markets.
Level 2 — Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.
Level 3 — Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.
For our cash, cash equivalents, or marketable securities, we measure the fair value of money market funds and equity securities based on quoted prices in active markets for identical assets or liabilities. All other financial instruments were valued either based on recent trades of securities in inactive markets or based on quoted market prices of similar instruments and other significant inputs derived from or corroborated by observable market data. We did not hold any cash, cash equivalents, or marketable securities categorized as Level 3 assets as of December 31, 2017 and 2018.
As part of entering into commercial agreements, we often obtain equity warrant assets giving us the right to acquire stock of other companies. As of December 31, 2017 and 2018, these warrants had a fair value of $441 million and $440 million, and are recorded within “Other assets” on our consolidated balance sheets. The related gain (loss) recorded in “Other income (expense), net” was $67 million, $109 million, and $(131) million in 2016, 2017, and 2018. These assets are primarily classified as Level 2 assets.
Cash and Cash Equivalents
We classify all highly liquid instruments with an original maturity of three months or less as cash equivalents.
Inventories
Inventories, consisting of products available for sale, are primarily accounted for using the first-in, first-out method, and are valued at the lower of cost and net realizable value. This valuation requires us to make judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category.
We provide Fulfillment by Amazon services in connection with certain of our sellers’ programs. Third-party sellers maintain ownership of their inventory, regardless of whether fulfillment is provided by us or the third-party sellers, and therefore these products are not included in our inventories.
We also purchase electronic device components from a variety of suppliers and use several contract manufacturers to provide manufacturing services for our products. During the normal course of business, in order to manage manufacturing lead times and help ensure adequate supply, we enter into agreements with contract manufacturers and suppliers for certain electronic device components. A portion of our reported purchase commitments arising from these agreements consists of firm, non-cancellable commitments. These commitments are based on forecasted customer demand. If we reduce these commitments, we may incur additional costs. We also have firm, non-cancellable commitments for certain products offered in our Whole Foods Market stores.
Accounts Receivable, Net and Other
Included in “Accounts receivable, net and other” on our consolidated balance sheets are amounts primarily related to customers, vendors, and sellers. As of December 31, 2017 and 2018, customer receivables, net, were $6.4 billion and $9.4 billion, vendor receivables, net, were $2.6 billion and $3.2 billion, and seller receivables, net, were $692 million and $710 million. Seller receivables are amounts due from sellers related to our seller lending program, which provides funding to sellers primarily to procure inventory.
We estimate losses on receivables based on known troubled accounts and historical experience of losses incurred. Receivables are considered impaired and written-off when it is probable that all contractual payments due will not be collected in accordance with the terms of the agreement. The allowance for doubtful accounts was $237 million, $348 million, and $495 million as of December 31, 2016, 2017, and 2018. Additions to the allowance were $451 million, $626 million, and $878 million, and deductions to the allowance were $403 million, $515 million, and $731 million in 2016, 2017, and 2018.
Software Development Costs
We incur software development costs related to products to be sold, leased, or marketed to external users, internal-use software, and our websites. Software development costs capitalized were not significant for the years presented. All other costs, including those related to design or maintenance, are expensed as incurred.
Property and Equipment, Net
Property and equipment are stated at cost less accumulated depreciation. Incentives that we receive from property and equipment vendors are recorded as a reduction in our costs. Property includes buildings and land that we own, along with property we have acquired under build-to-suit, finance, and capital lease arrangements. Equipment includes assets such as servers and networking equipment, heavy equipment, and other fulfillment equipment. Depreciation is recorded on a straight-line basis over the estimated useful lives of the assets (generally the lesser of 40 years or the remaining life of the underlying building, three years for our servers, five years for networking equipment, ten years for heavy equipment, and three to seven years for other fulfillment equipment). Depreciation expense is classified within the corresponding operating expense categories on our consolidated statements of operations.
Leases and Asset Retirement Obligations
We categorize leases at their inception as either operating or capital leases. On certain of our lease agreements, we may receive rent holidays and other incentives provided by the landlord. We recognize lease costs on a straight-line basis without regard to deferred payment terms, such as rent holidays, that defer the commencement date of required payments. Additionally, incentives we receive are treated as a reduction of our costs over the term of the agreement. Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life or the non-cancellable term of the lease.
We establish assets and liabilities for the estimated construction costs incurred under build-to-suit lease arrangements to the extent we are involved in the construction of structural improvements or take construction risk prior to commencement of a lease. Upon occupancy of facilities under build-to-suit leases, we assess whether these arrangements qualify for sales recognition under the sale-leaseback accounting guidance. If we continue to be the deemed owner, the facilities are accounted for as finance leases.
We establish assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are depreciated over the lease period into operating expense, and the recorded liabilities are accreted to the future value of the estimated retirement costs.
As disclosed in “Accounting Pronouncements Not Yet Adopted,” our accounting for build-to-suit and finance leases will change on January 1, 2019.
Goodwill
We evaluate goodwill for impairment annually or more frequently when an event occurs or circumstances change that indicate the carrying value may not be recoverable. In testing goodwill for impairment, we may elect to utilize a qualitative assessment to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If our qualitative assessment indicates that goodwill impairment is more likely than not, we perform a two-step impairment test. We test goodwill for impairment under the two-step impairment test by first comparing the book value of net assets to the fair value of the reporting units. If the fair value is determined to be less than the book value or qualitative factors indicate that it is more likely than not that goodwill is impaired, a second step is performed to compute the amount of impairment as the difference between the estimated fair value of goodwill and the carrying value. We estimate the fair value of the reporting units using discounted cash flows. Forecasts of future cash flows are based on our best estimate of future net sales and operating expenses, based primarily on expected category expansion, pricing, market segment share, and general economic conditions.
We completed the required annual testing of goodwill for impairment for all reporting units as of April 1, 2018, and determined that goodwill is not impaired as the fair value of our reporting units substantially exceeded their book value. There were no events that caused us to update our annual impairment test. See “Note 4 — Acquisitions, Goodwill, and Acquired Intangible Assets.”
Other Assets
Included in “Other assets” on our consolidated balance sheets are amounts primarily related to acquired intangible assets, net of accumulated amortization; video and music content, net of accumulated amortization; long-term deferred tax assets; certain equity investments; marketable securities restricted for longer than one year, the majority of which are attributable to collateralization of bank guarantees and debt related to our international operations; and equity warrant assets.
Video and Music Content
We obtain video and music content for customers through licensing agreements that have a wide range of licensing provisions, which include both fixed and variable payment schedules. When the license fee for a specific movie, television, or music title is determinable or reasonably estimable and the content is available for streaming, we recognize an asset representing the fee and a corresponding liability for the amounts owed. We relieve the liability as payments are made and we amortize the asset to “Cost of sales” on a straight-line basis or on an accelerated basis, based on estimated usage patterns, which typically ranges from one to five years. If we are unable to reasonably estimate the cost per title, no asset or liability is recorded and licensing costs are expensed as incurred. We also develop original content. Capitalized production costs associated with our original content are limited by the amount of revenue we expect to earn, which results in a portion being expensed as incurred. These capitalized costs are amortized to “Cost of sales” on an accelerated basis that follows the viewing pattern of customer streams in the first months after availability.
Investments
We generally invest our excess cash in AAA-rated money market funds and investment grade short- to intermediate-term fixed income securities. Such investments are included in “Cash and cash equivalents” or “Marketable securities” on the accompanying consolidated balance sheets. Marketable debt securities are classified as available-for-sale and reported at fair value with unrealized gains and losses included in “Accumulated other comprehensive loss.”
Equity investments are accounted for using the equity method of accounting if the investment gives us the ability to exercise significant influence, but not control, over an investee. Equity-method investments are included within “Other assets” on our consolidated balance sheets. Our share of the earnings or losses as reported by equity-method investees, amortization of basis differences, and related gains or losses, if any, are classified as “Equity-method investment activity, net of tax” on our consolidated statements of operations.
Equity investments without readily determinable fair values and for which we do not have the ability to exercise significant influence are accounted for at cost with adjustments for observable changes in prices or impairments and are classified as “Other assets” on our consolidated balance sheets.
Equity investments that have readily determinable fair values are included in “Marketable securities” on our consolidated balance sheets and measured at fair value with changes recognized in “Other income (expense), net” on our consolidated statement of operations.
We periodically evaluate whether declines in fair values of our investments indicate impairment. For debt securities and equity method investments, we also evaluate whether declines in fair value of our investments below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as our ability and intent to hold the investment until a forecasted recovery occurs. Additionally, we assess whether we have plans to sell the security or it is more likely than not we will be required to sell any investment before recovery of its amortized cost basis. Factors considered include: quoted market prices; recent financial results and operating trends; implied values from any recent transactions or offers of investee securities; credit quality of debt instrument issuers; other publicly available information that may affect the value of our investments; duration and severity of the decline in value; and our strategy and intentions for holding the investment.
Long-Lived Assets
Long-lived assets, other than goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable.
For long-lived assets used in operations, impairment losses are only recorded if the asset’s carrying amount is not recoverable through its undiscounted, probability-weighted future cash flows. We measure the impairment loss based on the difference between the carrying amount and estimated fair value. Long-lived assets are considered held for sale when certain criteria are met, including when management has committed to a plan to sell the asset, the asset is available for sale in its immediate condition, and the sale is probable within one year of the reporting date. Assets held for sale are reported at the lower of cost or fair value less costs to sell. Assets held for sale were not significant as of December 31, 2017 and 2018.
Accrued Expenses and Other
Included in “Accrued expenses and other” on our consolidated balance sheets are liabilities primarily related to leases and asset retirement obligations, payroll and related expenses, unredeemed gift cards, customer liabilities, current debt, acquired digital media content, and other operating expenses.
As of December 31, 2017 and 2018, our liabilities for payroll related expenses were $2.9 billion and $3.4 billion and our liabilities for unredeemed gift cards were $3.0 billion and $2.8 billion. We reduce the liability for a gift card when redeemed by a customer. The portion of gift cards that we do not expect to be redeemed is recognized based on customer usage patterns.
Unearned Revenue
Unearned revenue is recorded when payments are received or due in advance of performing our service obligations and is recognized over the service period. Unearned revenue primarily relates to prepayments of AWS services and Amazon Prime memberships. Our total unearned revenue as of December 31, 2017 was $6.1 billion, of which $5.3 billion was recognized as revenue during the year ended December 31, 2018, including adjustments related to the new revenue recognition guidance. Included in “Other long-term liabilities” on our consolidated balance sheets was $1.0 billion and $1.4 billion of unearned revenue as of December 31, 2017 and 2018.
Additionally, we have performance obligations, primarily related to AWS, associated with commitments in customer contracts for future services that have not yet been recognized in our financial statements. For contracts with original terms that exceed one year, those commitments not yet recognized were $19.3 billion as of December 31, 2018. The weighted average remaining life of our long-term contracts is 3.3 years. However, the amount and timing of revenue recognition is largely driven by customer usage, which can extend beyond the original contractual term.
Foreign Currency
We have internationally-focused stores for which the net sales generated, as well as most of the related expenses directly incurred from those operations, are denominated in local functional currencies. The functional currency of our subsidiaries that either operate or support these stores is generally the same as the local currency. Assets and liabilities of these subsidiaries are translated into U.S. Dollars at period-end foreign exchange rates, and revenues and expenses are translated at average rates prevailing throughout the period. Translation adjustments are included in “Accumulated other comprehensive loss,” a separate component of stockholders’ equity, and in the “Foreign currency effect on cash and cash equivalents,” on our consolidated statements of cash flows. Transaction gains and losses including intercompany transactions denominated in a currency other than the functional currency of the entity involved are included in “Other income (expense), net” on our consolidated statements of operations. In connection with the settlement and remeasurement of intercompany balances, we recorded gains (losses) of $62 million, $202 million, and $(186) million in 2016, 2017, and 2018.
Accounting Pronouncements Recently Adopted
In May 2014, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We adopted this ASU on January 1, 2018 for all revenue contracts with our customers using the modified retrospective approach and increased retained earnings by approximately $650 million. The adjustment primarily relates to the unredeemed portion of our gift cards, which are now recognized over the expected customer usage period rather than waiting until gift cards expire or when the likelihood of redemption becomes remote. We changed the recognition and classification of Amazon Prime memberships, which are now accounted for as a single performance obligation and recognized ratably over the membership period as service sales. Previously, Prime memberships were considered to be arrangements with multiple deliverables and were allocated among product sales and service sales. Other changes relate primarily to the presentation of revenue. Certain advertising services are now classified as revenue rather than a reduction in cost of sales, and sales of apps, in-app content, and certain digital media content are presented on a net basis. Prior year amounts have not been adjusted and continue to be reported in accordance with our historic accounting policy.
The impact of applying this ASU for the year ended December 31, 2018 primarily resulted in a decrease in product sales and an increase in service sales driven by the reclassification of Prime membership fees of approximately $3.8 billion. Service sales also increased by approximately $3.0 billion for the year ended December 31, 2018 due to the reclassification of certain advertising services.
In January 2016, the FASB issued an ASU that updates certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Under this ASU, certain equity investments are measured at fair value with changes recognized in net income. We adopted this ASU in Q1 2018 with no material impact to our consolidated financial statements.
In October 2016, the FASB issued an ASU amending the accounting for income taxes. The new guidance requires the recognition of the income tax consequences of an intercompany asset transfer, other than transfers of inventory, when the transfer occurs. For intercompany transfers of inventory, the income tax effects will continue to be deferred until the inventory has been sold to a third party. We adopted this ASU in Q1 2018 with an increase of approximately $250 million to retained earnings and deferred tax assets net of valuation allowances.
In November 2016, the FASB issued an ASU amending the presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash be added to cash and cash equivalents on the consolidated statements of cash flows. We adopted this ASU in Q1 2018 on a retrospective basis with the following impacts to our consolidated statements of cash flows (in millions):
Year Ended December 31, 2016
Previously Reported
 
Adjustments
 
As Revised
Operating activities
$
17,272

 
$
(69
)
 
$
17,203

Investing activities
(9,876
)
 
360

 
(9,516
)
Financing activities
(3,740
)
 
24

 
(3,716
)
Net change in cash, cash equivalents, and restricted cash
$
3,656


$
315


$
3,971

Year Ended December 31, 2017
Previously Reported
 
Adjustments
 
As Revised
Operating activities
$
18,434

 
$
(69
)
 
$
18,365

Investing activities
(27,819
)
 
735

 
(27,084
)
Financing activities
9,860

 
68

 
9,928

Net change in cash, cash equivalents, and restricted cash
$
475

 
$
734

 
$
1,209


Accounting Pronouncements Not Yet Adopted
In February 2016, the FASB issued an ASU amending the accounting for leases. The new guidance requires the recognition of lease assets and liabilities for operating leases with terms of more than 12 months, in addition to those currently recorded, on our consolidated balance sheets. Presentation of leases within the consolidated statements of operations and consolidated statements of cash flows will be generally consistent with the current lease accounting guidance. The ASU is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. We will adopt this ASU on January 1, 2019 with an immaterial cumulative adjustment to retained earnings rather than retrospectively adjusting prior periods. This adoption approach will result in a balance sheet presentation that will not be comparable to the prior period in the first year of adoption. The adoption of this ASU will result in the recognition of operating lease assets and liabilities of approximately $21 billion, which includes the reclassification of finance leases to operating leases of approximately $1.2 billion, and the derecognition of build-to-suit lease assets and liabilities when we do not control the building during the construction period of approximately $1.5 billion.
v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities
12 Months Ended
Dec. 31, 2018
Investments, Debt and Equity Securities [Abstract]  
Cash, Cash Equivalents, and Marketable Securities
CASH, CASH EQUIVALENTS, RESTRICTED CASH, AND MARKETABLE SECURITIES
As of December 31, 2017 and 2018, our cash, cash equivalents, restricted cash, and marketable securities primarily consisted of cash, AAA-rated money market funds, U.S. and foreign government and agency securities, and other investment grade securities. Cash equivalents and marketable securities are recorded at fair value. The following table summarizes, by major security type, our cash, cash equivalents, restricted cash, and marketable securities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy (in millions):
 
December 31, 2017
  
Cost or
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Total
Estimated
Fair Value
Cash
$
9,982

 
$

 
$

 
$
9,982

Level 1 securities:
 
 
 
 
 
 
 
Money market funds
11,343

 

 

 
11,343

Equity securities
23

 
30

 

 
53

Level 2 securities:
 
 
 
 
 
 
 
Foreign government and agency securities
620

 

 

 
620

U.S. government and agency securities
4,841

 
1

 
(19
)
 
4,823

Corporate debt securities
4,265

 
1

 
(9
)
 
4,257

Asset-backed securities
910

 

 
(5
)
 
905

Other fixed income securities
340

 

 
(2
)
 
338

 
$
32,324


$
32


$
(35
)

$
32,321

Less: Restricted cash, cash equivalents, and marketable securities (1)
 
 
 
 
 
 
(1,335
)
Total cash, cash equivalents, and marketable securities
 
$
30,986

 
December 31, 2018
  
Cost or
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Total
Estimated
Fair Value
Cash
$
10,406

 
$

 
$

 
$
10,406

Level 1 securities:
 
 
 
 
 
 
 
Money market funds
12,515

 

 

 
12,515

Equity securities
29

 
143

 
(2
)
 
170

Level 2 securities:
 
 
 
 
 
 
 
Foreign government and agency securities
815

 

 

 
815

U.S. government and agency securities
11,686

 
1

 
(20
)
 
11,667

Corporate debt securities
5,008

 
1

 
(19
)
 
4,990

Asset-backed securities
896

 

 
(4
)
 
892

Other fixed income securities
190

 

 
(2
)
 
188

Equity securities
28

 
5

 

 
33

 
$
41,573

 
$
150

 
$
(47
)
 
$
41,676

Less: Restricted cash, cash equivalents, and marketable securities (1)
 
 
 
 
 
 
(426
)
Total cash, cash equivalents, and marketable securities
 
 
 
 
 
 
$
41,250

___________________
(1)
We are required to pledge or otherwise restrict a portion of our cash, cash equivalents, and marketable securities as collateral for real estate leases, amounts due to third-party sellers in certain jurisdictions, debt, and standby and trade letters of credit. We classify cash, cash equivalents, and marketable securities with use restrictions of less than twelve months as “Accounts receivable, net and other” and of twelve months or longer as non-current “Other assets” on our consolidated balance sheets. See “Note 7 — Commitments and Contingencies.”
The following table summarizes gross gains and gross losses realized on sales of available-for-sale fixed income marketable securities (in millions):

 
Year Ended December 31,
 
2016
 
2017
 
2018
Realized gains
$
3

 
$
5

 
$
2

Realized losses
11

 
11

 
9


The following table summarizes the remaining contractual maturities of our cash equivalents and marketable fixed income securities as of December 31, 2018 (in millions):
 
Amortized
Cost
 
Estimated
Fair Value
Due within one year
$
27,520

 
$
27,508

Due after one year through five years
2,865

 
2,845

Due after five years through ten years
187

 
185

Due after ten years
538

 
529

Total
$
31,110

 
$
31,067


Actual maturities may differ from the contractual maturities because borrowers may have certain prepayment conditions.
The following table provides a reconciliation of the amount of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets to the total of the same such amounts shown in the consolidated statements of cash flows (in millions):
 
December 31, 2017
 
December 31, 2018
Cash and cash equivalents
$
20,522

 
$
31,750

Restricted cash included in accounts receivable, net and other
1,329

 
418

Restricted cash included in other assets
5

 
5

Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows
$
21,856

 
$
32,173

v3.10.0.1
Property and Equipment
12 Months Ended
Dec. 31, 2018
Property, Plant and Equipment [Abstract]  
Property and Equipment
PROPERTY AND EQUIPMENT
Property and equipment, at cost, consisted of the following (in millions):
 
 
December 31,
 
2017
 
2018
Gross property and equipment (1):
 
 
 
Land and buildings
$
23,896

 
$
31,741

Equipment
42,244

 
54,591

Other assets
2,438

 
2,577

Construction in progress
4,078

 
6,861

Gross property and equipment
72,656

 
95,770

Total accumulated depreciation and amortization (1)
23,790

 
33,973

Total property and equipment, net
$
48,866

 
$
61,797

 ___________________
(1)
We revised our prior year presentation of gross property and equipment and total accumulated depreciation and amortization to include all property and equipment in service, including equipment which is fully-depreciated, to conform to the current year presentation. Total property and equipment, net remains unchanged for the prior year.
Depreciation expense on property and equipment was $6.4 billion, $8.8 billion, and $12.1 billion which includes amortization of property and equipment acquired under capital leases of $3.8 billion, $5.4 billion, and $7.3 billion for 2016, 2017, and 2018. Gross assets recorded under capital leases were $26.4 billion and $36.1 billion as of December 31, 2017 and 2018. Accumulated amortization associated with capital leases was $13.4 billion and $19.8 billion as of December 31, 2017 and 2018.
We capitalize construction in progress and record a corresponding long-term liability for build-to-suit lease agreements where we are considered the owner, for accounting purposes, during the construction period. For buildings under build-to-suit lease arrangements where we have taken occupancy, which do not qualify for sales recognition under the sale-leaseback accounting guidance, we determined that we continue to be the deemed owner of these buildings. This is principally due to our significant investment in tenant improvements. As a result, the buildings are being depreciated over the shorter of their useful lives or the related leases’ terms. Additionally, certain build-to-suit lease arrangements and finance leases provide purchase options. Upon occupancy, the long-term construction obligations are considered long-term finance lease obligations with amounts payable during the next 12 months recorded as “Accrued expenses and other.” Gross assets remaining under finance leases were $5.4 billion and $7.5 billion as of December 31, 2017 and 2018. Accumulated amortization associated with finance leases was $635 million and $1.1 billion as of December 31, 2017 and 2018. As disclosed in “Note 1 — Description of Business and Accounting Policies,” our accounting for build-to-suit and finance leases will change on January 1, 2019.
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Acquisitions, Goodwill, and Acquired Intangible Assets
ACQUISITIONS, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS
2016 Acquisition Activity
During 2016, we acquired certain companies for an aggregate purchase price of $103 million. The primary reason for these acquisitions, none of which were individually material to our consolidated financial statements, was to acquire technologies and know-how to enable Amazon to serve customers more effectively.
2017 Acquisition Activity
On May 12, 2017, we acquired Souq Group Ltd. (“Souq”), an e-commerce company, for approximately $583 million, net of cash acquired, and on August 28, 2017, we acquired Whole Foods Market, a grocery store chain, for approximately $13.2 billion, net of cash acquired. Both acquisitions are intended to expand our retail presence. During 2017, we also acquired certain other companies for an aggregate purchase price of $204 million. The primary reason for our other 2017 acquisitions was to acquire technologies and know-how to enable Amazon to serve customers more effectively.
2018 Acquisition Activity
On April 12, 2018, we acquired Ring Inc. (“Ring”) for cash consideration of approximately $839 million, net of cash acquired, and on September 11, 2018, we acquired PillPack, Inc. (“PillPack”) for cash consideration of approximately $753 million, net of cash acquired, to expand our product and service offerings. During 2018, we also acquired certain other companies for an aggregate purchase price of $57 million. The primary reason for our other 2018 acquisitions was to acquire technologies and know-how to enable Amazon to serve customers more effectively.
Acquisition-related costs were expensed as incurred and were not significant.
Pro forma results of operations have not been presented because the effects of these acquisitions, individually and in the aggregate, were not material to our consolidated results of operations.
Purchase Price Allocation
The aggregate purchase price of these acquisitions was allocated as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
 
 
 
 
 
 
Purchase Price
 
 
 
 
 
Cash paid, net of cash acquired
$
81

 
$
13,859

 
$
1,618

Indemnification holdback
22

 
104

 
31

 
$
103

 
$
13,963

 
$
1,649

Allocation
 
 
 
 
 
Goodwill
$
60

 
$
9,501

 
$
1,228

Intangible assets (1):
 
 
 
 
 
Marketing-related
2

 
1,987

 
186

Contract-based
1

 
440

 
13

Technology-based
53

 
166

 
285

Customer-related
1

 
54

 
193

 
57

 
2,647

 
677

Property and equipment
3

 
3,810

 
11

Deferred tax assets
17

 
117

 
174

Other assets acquired
10

 
1,858

 
282

Long-term debt
(5
)
 
(1,165
)
 
(176
)
Deferred tax liabilities
(18
)
 
(961
)
 
(159
)
Other liabilities assumed
(21
)
 
(1,844
)
 
(388
)
 
$
103

 
$
13,963

 
$
1,649

 ___________________
(1)
Intangible assets acquired in 2016, 2017, and 2018 have estimated useful lives of between one and seven years, one and twenty-five years, and two and seven years, with weighted-average amortization periods of five years, twenty-one years, and six years.
We determined the estimated fair value of identifiable intangible assets acquired primarily by using the income approach. These assets are included within “Other assets” on our consolidated balance sheets and are being amortized to operating expenses on a straight-line basis over their estimated useful lives.
Goodwill
The goodwill of the acquired companies is primarily related to expected improvements in technology performance and functionality, as well as sales growth from future product and service offerings and new customers, together with certain intangible assets that do not qualify for separate recognition. The goodwill of the acquired companies is generally not deductible for tax purposes. The following summarizes our goodwill activity in 2017 and 2018 by segment (in millions):
 
North
America
 
International
 
AWS
 
Consolidated
Goodwill - January 1, 2017
$
2,044

 
$
694

 
$
1,046

 
$
3,784

New acquisitions (1)
9,115

 
368

 
18

 
9,501

Other adjustments (2)
6

 
46

 
13

 
65

Goodwill - December 31, 2017
11,165

 
1,108

 
1,077

 
13,350

New acquisitions (1)
1,031

 
177

 
20

 
1,228

Other adjustments (2)
(5
)
 
(15
)
 
(10
)
 
(30
)
Goodwill - December 31, 2018
$
12,191

 
$
1,270

 
$
1,087

 
$
14,548

 ___________________
(1)
Primarily includes the acquisition of Whole Foods Market in the North America segment and Souq in the International segment in 2017 and the acquisitions of Ring and PillPack in the North America segment in 2018.
(2)
Primarily includes changes in foreign exchange rates.
Intangible Assets
Acquired intangible assets, included within “Other assets” on our consolidated balance sheets, consist of the following (in millions):
 
 
December 31,
 
 
 
2017
 
2018
 
 
  
Acquired
Intangibles,
Gross (1)
 
Accumulated
Amortization (1)
 
Acquired
Intangibles,
Net
 
Acquired
Intangibles,
Gross (1)
 
Accumulated
Amortization (1)
 
Acquired
Intangibles,
Net
 
Weighted
Average Life
Remaining
Marketing-related
$
2,486

 
$
(418
)
 
$
2,068

 
$
2,542

 
$
(431
)
 
$
2,111

 
21.2
Contract-based
1,013

 
(213
)
 
800

 
1,430

 
(224
)
 
1,206

 
12.3
Technology- and content-based
640

 
(252
)
 
388

 
941

 
(377
)
 
564

 
4.6
Customer-related
283

 
(168
)
 
115

 
437

 
(208
)
 
229

 
4.4
Acquired intangibles (2)
$
4,422

 
$
(1,051
)
 
$
3,371

 
$
5,350

 
$
(1,240
)
 
$
4,110

 
15.4
 ___________________
(1)
Excludes the original cost and accumulated amortization of fully-amortized intangibles.
(2)
Intangible assets have estimated useful lives of between one and twenty-five years.
Amortization expense for acquired intangibles was $287 million, $366 million, and $475 million in 2016, 2017, and 2018. Expected future amortization expense of acquired intangible assets as of December 31, 2018 is as follows (in millions):
 
Year Ended December 31,
2019
$
511

2020
412

2021
355

2022
323

2023
270

Thereafter
2,217

 
$
4,088

v3.10.0.1
Long-Term Debt
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
Long-Term Debt
DEBT
As of December 31, 2018, we had $24.3 billion of unsecured senior notes outstanding (the “Notes”). As of December 31, 2017 and 2018, the net unamortized discount and debt issuance costs on the Notes was $99 million and $101 million. We also have other long-term debt with a carrying amount, including the current portion and borrowings under our credit facility, of $692 million and $715 million as of December 31, 2017 and 2018. The face value of our total long-term debt obligations is as follows (in millions):
 
December 31,
 
2017
 
2018
2.600% Notes due on December 5, 2019 (2)
1,000

 
1,000

1.900% Notes due on August 21, 2020 (3)
1,000

 
1,000

3.300% Notes due on December 5, 2021 (2)
1,000

 
1,000

2.500% Notes due on November 29, 2022 (1)
1,250

 
1,250

2.400% Notes due on February 22, 2023 (3)
1,000

 
1,000

2.800% Notes due on August 22, 2024 (3)
2,000

 
2,000

3.800% Notes due on December 5, 2024 (2)
1,250

 
1,250

5.200% Notes due on December 3, 2025 (4)
1,000

 
1,000

3.150% Notes due on August 22, 2027 (3)
3,500

 
3,500

4.800% Notes due on December 5, 2034 (2)
1,250

 
1,250

3.875% Notes due on August 22, 2037 (3)
2,750

 
2,750

4.950% Notes due on December 5, 2044 (2)
1,500

 
1,500

4.050% Notes due on August 22, 2047 (3)
3,500

 
3,500

4.250% Notes due on August 22, 2057 (3)
2,250

 
2,250

Credit Facility
592

 
594

Other long-term debt
100

 
121

Total debt
24,942

 
24,965

Less current portion of long-term debt
(100
)
 
(1,371
)
Face value of long-term debt
$
24,842

 
$
23,594


_____________________________
(1)
Issued in November 2012, effective interest rate of the 2022 Notes was 2.66%.
(2)
Issued in December 2014, effective interest rates of the 2019, 2021, 2024, 2034, and 2044 Notes were 2.73%, 3.43%, 3.90%, 4.92%, and 5.11%.
(3)
Issued in August 2017, effective interest rates of the 2020, 2023, 2024, 2027, 2037, 2047, and 2057 Notes were 2.16%, 2.56%, 2.95%, 3.25%, 3.94%, 4.13%, and 4.33%.
(4)
Consists of $872 million of 2025 Notes issued in December 2017 in exchange for notes assumed in connection with the acquisition of Whole Foods Market and $128 million of 2025 Notes issued by Whole Foods Market that did not participate in our December 2017 exchange offer. The effective interest rate of the 2025 Notes was 3.02%.
Interest on the Notes issued in 2012 is payable semi-annually in arrears in May and November. Interest on the Notes issued in 2014 is payable semi-annually in arrears in June and December. Interest on the Notes issued in 2017 is payable semi-annually in arrears in February and August. Interest on the 2025 Notes is payable semi-annually in arrears in June and December. We may redeem the Notes at any time in whole, or from time to time, in part at specified redemption prices. We are not subject to any financial covenants under the Notes. The proceeds from the November 2012 and the December 2014 Notes were used for general corporate purposes. The proceeds from the August 2017 Notes were used to fund the consideration for the acquisition of Whole Foods Market, to repay notes due in 2017, and for general corporate purposes. The estimated fair value of the Notes was approximately $25.7 billion and $24.3 billion as of December 31, 2017 and 2018, which is based on quoted prices for our debt as of those dates.
In October 2016, we entered into a $500 million secured revolving credit facility with a lender that is secured by certain seller receivables, which we subsequently increased to $620 million and may from time to time increase in the future subject to lender approval (the “Credit Facility”). The Credit Facility is available for a term of three years, bears interest at the London interbank offered rate (“LIBOR”) plus 1.65%, and has a commitment fee of 0.50% on the undrawn portion. There were $592 million and $594 million of borrowings outstanding under the Credit Facility as of December 31, 2017 and 2018, which had a weighted-average interest rate of 2.7% and 3.2% as of December 31, 2017 and 2018. As of December 31, 2017 and 2018, we have pledged $686 million of our cash and seller receivables as collateral for debt related to our Credit Facility. The estimated fair value of the Credit Facility, which is based on Level 2 inputs, approximated its carrying value as of December 31, 2017 and 2018.
The other debt, including the current portion, had a weighted-average interest rate of 5.8% and 6.0% as of December 31, 2017 and 2018. We used the net proceeds from the issuance of this debt primarily to fund certain business operations. The estimated fair value of the other long-term debt, which is based on Level 2 inputs, approximated its carrying value as of December 31, 2017 and 2018.
As of December 31, 2018, future principal payments for our total debt were as follows (in millions):
 
Year Ended December 31,
2019
$
1,371

2020
1,298

2021
1,016

2022
1,266

2023
1,014

Thereafter
19,000

 
$
24,965


In April 2018, we established a commercial paper program (the “Commercial Paper Program”) under which we may from time to time issue unsecured commercial paper up to a total of $7.0 billion at any time, with individual maturities that may vary but will not exceed 397 days from the date of issue. There were no borrowings outstanding under the Commercial Paper Program as of December 31, 2018.
In April 2018, in connection with our Commercial Paper Program, we amended and restated our unsecured revolving credit facility (the “Credit Agreement”) with a syndicate of lenders to increase our borrowing capacity thereunder to $7.0 billion. As amended and restated, the Credit Agreement has a term of three years, but it may be extended for up to three additional one-year terms if approved by the lenders. The interest rate applicable to outstanding balances under the amended and restated Credit Agreement is LIBOR plus 0.50%, with a commitment fee of 0.04% on the undrawn portion of the credit facility. There were no borrowings outstanding under the Credit Agreement as of December 31, 2017 and 2018.
v3.10.0.1
Other Long-Term Liabilities
12 Months Ended
Dec. 31, 2018
Other Liabilities Disclosure [Abstract]  
Other Long-Term Liabilities
OTHER LONG-TERM LIABILITIES
Our other long-term liabilities are summarized as follows (in millions):
 
December 31,
 
2017
 
2018
Long-term capital lease obligations
$
8,438

 
$
9,650

Long-term finance lease obligations
4,745

 
6,642

Construction liabilities
1,350

 
2,516

Tax contingencies
1,004

 
896

Long-term deferred tax liabilities
990

 
1,490

Other
4,448

 
6,019

Total other long-term liabilities
$
20,975

 
$
27,213


Capital and Finance Leases
Certain of our equipment, primarily related to technology infrastructure, and buildings have been acquired under capital leases. Long-term capital lease obligations are as follows (in millions):
 
December 31, 2018
Gross capital lease obligations
$
17,952

Less imputed interest
(582
)
Present value of net minimum lease payments
17,370

Less current portion of capital lease obligations
(7,720
)
Total long-term capital lease obligations
$
9,650


We continue to be the deemed owner after occupancy of certain facilities that were constructed as build-to-suit lease arrangements and previously reflected as “Construction liabilities.” As such, these arrangements are accounted for as finance leases. Long-term finance lease obligations are as follows (in millions):
 
December 31, 2018
Gross finance lease obligations
$
8,376

Less imputed interest
(1,323
)
Present value of net minimum lease payments
7,053

Less current portion of finance lease obligations
(411
)
Total long-term finance lease obligations
$
6,642


As disclosed in “Note 1 — Description of Business and Accounting Policies,” our accounting for build-to-suit and finance leases will change on January 1, 2019.
Construction Liabilities
We capitalize construction in progress and record a corresponding long-term liability for build-to-suit lease agreements where we are considered the owner during the construction period for accounting purposes. These liabilities primarily relate to our corporate buildings and fulfillment, sortation, delivery, and data centers. As disclosed in “Note 1 — Description of Business and Accounting Policies,” our accounting for build-to-suit and finance leases will change on January 1, 2019.
Tax Contingencies
We have recorded reserves for tax contingencies, inclusive of accrued interest and penalties, for U.S. and foreign income taxes. These reserves primarily relate to transfer pricing and state income taxes, and are presented net of offsetting deferred tax assets related to net operating losses and tax credits. See “Note 9 — Income Taxes” for discussion of tax contingencies.
v3.10.0.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
COMMITMENTS AND CONTINGENCIES
Commitments
We have entered into non-cancellable operating, capital, and finance leases for equipment and office, fulfillment, sortation, delivery, data center, physical store, and renewable energy facilities. Rental expense under operating lease agreements was $1.4 billion, $2.2 billion, and $3.4 billion for 2016, 2017, and 2018.
The following summarizes our principal contractual commitments, excluding open orders for purchases that support normal operations and are generally cancellable, as of December 31, 2018 (in millions):
 
Year Ended December 31,
 
 
 
 
 
2019
 
2020
 
2021
 
2022
 
2023
 
Thereafter
 
Total
Debt principal and interest
$
2,277

 
$
2,161

 
$
1,861

 
$
2,078

 
$
1,781

 
$
30,013

 
$
40,171

Capital lease obligations, including interest (1)
7,807

 
5,742

 
2,725

 
704

 
473

 
501

 
17,952

Finance lease obligations, including interest (2)
628

 
640

 
652

 
664

 
675

 
5,117

 
8,376

Operating leases
3,127

 
3,070

 
2,775

 
2,473

 
2,195

 
13,026

 
26,666

Unconditional purchase obligations (3)
3,523

 
4,103

 
3,291

 
3,098

 
2,974

 
5,204

 
22,193

Other commitments (4) (5)
2,618

 
1,455

 
1,056

 
843

 
808

 
8,875

 
15,655

Total commitments
$
19,980

 
$
17,171

 
$
12,360

 
$
9,860

 
$
8,906

 
$
62,736

 
$
131,013

___________________
(1)
Excluding interest, current capital lease obligations of $5.8 billion and $7.7 billion are recorded within “Accrued expenses and other” as of December 31, 2017 and 2018, and $8.4 billion and $9.6 billion are recorded within “Other long-term liabilities” as of December 31, 2017 and 2018.
(2)
Excluding interest, current finance lease obligations of $282 million and $411 million are recorded within “Accrued expenses and other” as of December 31, 2017 and 2018, and $4.7 billion and $6.6 billion are recorded within “Other long-term liabilities” as of December 31, 2017 and 2018.
(3)
Includes unconditional purchase obligations related to certain products offered in our Whole Foods Market stores and long-term agreements to acquire and license digital media content that are not reflected on the consolidated balance sheets. For those digital media content agreements with variable terms, we do not estimate the total obligation beyond any minimum quantities and/or pricing as of the reporting date. Purchase obligations associated with renewal provisions solely at the option of the content provider are included to the extent such commitments are fixed or a minimum amount is specified.
(4)
Includes the estimated timing and amounts of payments for rent and tenant improvements associated with build-to-suit lease arrangements and equipment lease arrangements that have not been placed in service and digital media content liabilities associated with long-term digital media content assets with initial terms greater than one year.
(5)
Excludes approximately $3.4 billion of accrued tax contingencies for which we cannot make a reasonably reliable estimate of the amount and period of payment, if any.
Pledged Assets
As of December 31, 2017 and 2018, we have pledged or otherwise restricted $1.4 billion and $575 million of our cash, cash equivalents, and marketable securities, and certain property and equipment as collateral for real estate leases, amounts due to third-party sellers in certain jurisdictions, debt, and standby and trade letters of credit.
Suppliers
During 2018, no vendor accounted for 10% or more of our purchases. We generally do not have long-term contracts or arrangements with our vendors to guarantee the availability of merchandise, particular payment terms, or the extension of credit limits.
Other Contingencies
In 2016, we determined that we processed and delivered orders of consumer products for certain individuals and entities located outside Iran covered by the Iran Threat Reduction and Syria Human Rights Act or other United States sanctions and export control laws. The consumer products included books, music, other media, apparel, home and kitchen, health and beauty, jewelry, office, consumer electronics, software, lawn and patio, grocery, and automotive products. Our review is ongoing and we have voluntarily reported these orders to the United States Treasury Department’s Office of Foreign Assets Control and the United States Department of Commerce’s Bureau of Industry and Security. We intend to cooperate fully with OFAC and BIS with respect to their review, which may result in the imposition of penalties. For additional information, see Item 9B of Part II, “Other Information — Disclosure Pursuant to Section 13(r) of the Exchange Act.”
We are subject to claims related to various indirect taxes (such as sales, value added, consumption, service, and similar taxes), including in jurisdictions in which we already collect and remit such taxes. If the relevant taxing authorities were successfully to pursue these claims, we could be subject to significant additional tax liabilities. For example, in June 2017, the State of South Carolina issued an assessment for uncollected sales and use taxes for the period from January 2016 to March 2016, including interest and penalties. South Carolina is alleging that we should have collected sales and use taxes on transactions by our third-party sellers. We believe the assessment is without merit. If South Carolina or other states were successfully to seek additional adjustments of a similar nature, we could be subject to significant additional tax liabilities. We intend to defend ourselves vigorously in this matter.
Legal Proceedings
The Company is involved from time to time in claims, proceedings, and litigation, including the following:
In November 2007, an Austrian copyright collection society, Austro-Mechana, filed lawsuits against Amazon.com International Sales, Inc., Amazon EU S.à r.l., Amazon.de GmbH, Amazon.com GmbH, and Amazon Logistik in the Commercial Court of Vienna, Austria and in the District Court of Munich, Germany seeking to collect a tariff on blank digital media sold by our EU-based retail websites to customers located in Austria. In July 2008, the German court stayed the German case pending a final decision in the Austrian case. In July 2010, the Austrian court ruled in favor of Austro-Mechana and ordered us to report all sales of products to which the tariff potentially applies for a determination of damages. We contested Austro-Mechana’s claim and in September 2010 commenced an appeal in the Commercial Court of Vienna. We lost this appeal and in March 2011 commenced an appeal in the Supreme Court of Austria. In October 2011, the Austrian Supreme Court referred the case to the European Court of Justice (“ECJ”). In July 2013, the ECJ ruled that EU law does not preclude application of the tariff where certain conditions are met and directed the case back to the Austrian Supreme Court for further proceedings. In October 2013, the Austrian Supreme Court referred the case back to the Commercial Court of Vienna for further fact finding to determine whether the tariff on blank digital media meets the conditions set by the ECJ. In August 2015, the Commercial Court of Vienna ruled that the Austrian tariff regime does not meet the conditions the ECJ set and dismissed Austro-Mechana’s claims. In September 2015, Austro-Mechana appealed that judgment to the Higher Commercial Court of Vienna. In December 2015, the Higher Commercial Court of Vienna confirmed that the Austrian tariff regime does not meet the conditions the ECJ set and dismissed Austro-Mechana’s appeal. In February 2016, Austro-Mechana appealed that judgment to the Austrian Supreme Court. In March 2017, the Austrian Supreme Court ruled in favor of Austro-Mechana and referred the case back to the Commercial Court of Vienna for further proceedings. A number of additional actions have been filed making similar allegations. In December 2012, a German copyright collection society, Zentralstelle für private Überspielungsrechte (“ZPU”), filed a complaint against Amazon EU S.à r.l., Amazon Media EU S.à r.l., Amazon Services Europe S.à r.l., Amazon Payments Europe SCA, Amazon Europe Holding Technologies SCS, and Amazon Eurasia Holdings S.à r.l. in the District Court of Luxembourg seeking to collect a tariff on blank digital media sold by the Amazon.de retail website to customers located in Germany. In January 2013, a Belgian copyright collection society, AUVIBEL, filed a complaint against Amazon EU S.à r.l. in the Court of First Instance of Brussels, Belgium, seeking to collect a tariff on blank digital media sold by the Amazon.fr retail website to customers located in Belgium. In November 2013, the Belgian court ruled in favor of AUVIBEL and ordered us to report all sales of products to which the tariff potentially applies for a determination of damages. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in these matters.
Beginning in August 2013, a number of complaints were filed alleging, among other things, that Amazon.com, Inc. and several of its subsidiaries failed to compensate hourly workers for time spent waiting in security lines and otherwise violated federal and state wage and hour statutes and common law. In August 2013, Busk v. Integrity Staffing Solutions, Inc. and Amazon.com, Inc. was filed in the United States District Court for the District of Nevada, and Vance v. Amazon.com, Inc., Zappos.com Inc., another affiliate of Amazon.com, Inc., and Kelly Services, Inc. was filed in the United States District Court for the Western District of Kentucky. In September 2013, Allison v. Amazon.com, Inc. and Integrity Staffing Solutions, Inc. was filed in the United States District Court for the Western District of Washington, and Johnson v. Amazon.com, Inc. and an affiliate of Amazon.com, Inc. was filed in the United States District Court for the Western District of Kentucky. In October 2013, Davis v. Amazon.com, Inc., an affiliate of Amazon.com, Inc., and Integrity Staffing Solutions, Inc. was filed in the United States District Court for the Middle District of Tennessee. The plaintiffs variously purport to represent a nationwide class of certain current and former employees under the Fair Labor Standards Act and/or state-law-based subclasses for certain current and former employees in states including Arizona, California, Pennsylvania, South Carolina, Kentucky, Washington, and Nevada, and one complaint asserts nationwide breach of contract and unjust enrichment claims. The complaints seek an unspecified amount of damages, interest, injunctive relief, and attorneys’ fees. We have been named in several other similar cases. In December 2014, the Supreme Court ruled in Busk that time spent waiting for and undergoing security screening is not compensable working time under the federal wage and hour statute. In February 2015, the courts in those actions alleging only federal law claims entered stipulated orders dismissing those actions without prejudice. In March 2016, the United States District Court for the Western District of Kentucky dismissed the Vance case with prejudice. In April 2016, the plaintiffs appealed the district court’s judgment to the United States Court of Appeals for the Federal Circuit. In March 2017, the court of appeals affirmed the district court’s decision. In June 2017, the United States District Court for the Western District of Kentucky dismissed the Busk and Saldana cases with prejudice. We dispute any remaining allegations of wrongdoing and intend to defend ourselves vigorously in these matters.
In March 2015, Zitovault, LLC filed a complaint against Amazon.com, Inc., Amazon.com, LLC, Amazon Web Services, Inc., and Amazon Web Services, LLC for patent infringement in the United States District Court for the Eastern District of Texas. The complaint alleges that Elastic Compute Cloud, Virtual Private Cloud, Elastic Load Balancing, Auto-Scaling, and Elastic Beanstalk infringe U.S. Patent No. 6,484,257, entitled “System and Method for Maintaining N Number of Simultaneous Cryptographic Sessions Using a Distributed Computing Environment.” The complaint seeks injunctive relief, an unspecified amount of damages, enhanced damages, attorneys’ fees, costs, and interest. In January 2016, the case was transferred to the United States District Court for the Western District of Washington. In June 2016, the case was stayed pending resolution of a review petition we filed with the United States Patent and Trademark Office. In January 2019, the stay of the case was lifted following resolution of the review petition. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
In November 2015, Eolas Technologies, Inc. filed a complaint against Amazon.com, Inc. in the United States District Court for the Eastern District of Texas. The complaint alleges, among other things, that the use of “interactive features” on www.amazon.com, including “search suggestions and search results,” infringes U.S. Patent No. 9,195,507, entitled “Distributed Hypermedia Method and System for Automatically Invoking External Application Providing Interaction and Display of Embedded Objects Within A Hypermedia Document.” The complaint sought a judgment of infringement together with costs and attorneys’ fees. In February 2016, Eolas filed an amended complaint seeking, among other things, an unspecified amount of damages. In February 2017, Eolas alleged in its damages report that in the event of a finding of liability Amazon could be subject to $130-$250 million in damages. In April 2017, the case was transferred to the United States District Court for the Northern District of California. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
In October 2017, SRC Labs, LLC and Saint Regis Mohawk Tribe filed a complaint for patent infringement against Amazon Web Services, Inc., Amazon.com, Inc., and VADATA, Inc. in the United States District Court for the Eastern District of Virginia. The complaint alleges, among other things, that certain AWS EC2 Instances infringe U.S. Patent Nos. 6,434,687, entitled “System and method for accelerating web site access and processing utilizing a computer system incorporating reconfigurable processors operating under a single operating system image”; 7,149,867, entitled “System and method of enhancing efficiency and utilization of memory bandwidth in reconfigurable hardware”; 7,225,324 and 7,620,800, both entitled “Multi-adaptive processing systems and techniques for enhancing parallelism and performance of computational functions”; and 9,153,311, entitled “System and method for retaining DRAM data when reprogramming reconfigurable devices with DRAM memory controllers.” The complaint seeks an unspecified amount of damages, enhanced damages, interest, and a compulsory on-going royalty. In February 2018, the Virginia district court transferred the case to the United States District Court for the Western District of Washington. In November 2018, the case was stayed pending resolution of eight review petitions filed with the United States Patent and Trademark Office relating to the ‘324, ‘867, and ‘311 patents. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
In May 2018, Rensselaer Polytechnic Institute and CF Dynamic Advances LLC filed a complaint against Amazon.com, Inc. in the United States District Court for the Northern District of New York. The complaint alleges, among other things, that “Alexa Voice Software and Alexa enabled devices” infringe U.S. Patent No. 7,177,798, entitled “Natural Language Interface Using Constrained Intermediate Dictionary of Results.” The complaint seeks an injunction, an unspecified amount of damages, enhanced damages, an ongoing royalty, pre- and post-judgment interest, attorneys’ fees, and costs. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
In June 2018, VoIP-Pal.com, Inc. filed a complaint against Amazon Technologies, Inc. and Amazon.com, Inc. in the United States District Court for the District of Nevada. The complaint alleges, among other things, that the Alexa calling and messaging system, the Alexa app, and Echo, Tap, and Fire devices with Alexa support infringe U.S. Patent Nos. 9,537,762; 9,813,330; 9,826,002; and 9,948,549, all entitled “Producing Routing Messages For Voice Over IP Communications.” The complaint seeks an unspecified amount of damages, enhanced damages, attorneys’ fees, costs, and interest. In November 2018, the case was transferred to the United States District Court for the Northern District of California. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
In November 2018, Dynamic Data Technologies, LLC filed a complaint for patent infringement against Amazon.com, Inc., Amazon Web Services, Inc., and Amazon Digital Services, LLC in the United States District Court for the Eastern District of Texas. The complaint alleges, among other things, that products and services with H.265 functionality, including Amazon Elastic Transcoder, AWS Elemental Media Convert, AWS Elemental MediaLive, certain EC2 instances, Amazon CloudFront, Amazon Fire TV, and Amazon Fire tablets, infringe U.S. Patent Nos. 8,135,073, entitled “Enhancing Video Images Depending On Prior Image Enhancements”; 6,774,918, entitled “Video Overlay Processor With Reduced Memory and Bus Performance Requirements”; and 7,571,450, entitled “System For And Method Of Displaying Information.” The complaint also alleges that products and services with H.265 functionality, including AWS Elemental Media Convert, AWS Elemental MediaLive, certain EC2 instances, Amazon CloudFront, and Amazon Fire TV, infringe U.S. Patent Nos. 8,073,054, entitled “Unit For And Method Of Estimating A Current Motion Vector”; 6,996,177, entitled “Motion Estimation”; 8,311,112, entitled “System And Method For Video Compression Using Predictive Coding”; and 7,894,529, entitled “Method And Device For Determining Motion Vectors.” The complaint also alleges that products and services for encoding video data, including Amazon Elastic Transcoder and Amazon Video, infringe U.S. Patent No. 8,184,689, entitled “Method Video Encoding And Decoding Preserving Cache Localities,” and that products and services with VP9 encoding functionality, including Amazon Elastic Transcoder and Amazon Fire TV, infringe U.S. Patent No. 7,519,230, entitled “Background Motion Vector Detection.” The complaint seeks an unspecified amount of damages, enhanced damages, attorneys’ fees, and interest. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
In December 2018, Kove IO, Inc. filed a complaint against Amazon Web Services, Inc. in the United States District Court for the Northern District of Illinois. The complaint alleges, among other things, that Amazon S3 and DynamoDB infringe U.S. Patent Nos. 7,814,170 and 7,103,640, both entitled “Network Distributed Tracking Wire Transfer Protocol,” and 7,233,978, entitled “Method And Apparatus For Managing Location Information In A Network Separate From The Data To Which The Location Information Pertains.” The complaint seeks an unspecified amount of damages, enhanced damages, attorneys’ fees, costs, interest, and injunctive relief. We dispute the allegations of wrongdoing and intend to defend ourselves vigorously in this matter.
The outcomes of our legal proceedings and other contingencies are inherently unpredictable, subject to significant uncertainties, and could be material to our operating results and cash flows for a particular period. In addition, for the matters disclosed above that do not include an estimate of the amount of loss or range of losses, such an estimate is not possible or is immaterial, and we may be unable to estimate the possible loss or range of losses that could potentially result from the application of non-monetary remedies.
See also “Note 9 — Income Taxes.”
v3.10.0.1
Stockholders' Equity
12 Months Ended
Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stockholders' Equity
STOCKHOLDERS’ EQUITY
Preferred Stock
We have authorized 500 million shares of $0.01 par value preferred stock. No preferred stock was outstanding for any year presented.
Common Stock
Common shares outstanding plus shares underlying outstanding stock awards totaled 497 million, 504 million, and 507 million, as of December 31, 2016, 2017, and 2018. These totals include all vested and unvested stock awards outstanding, including those awards we estimate will be forfeited.
Stock Repurchase Activity
In February 2016, the Board of Directors authorized a program to repurchase up to $5.0 billion of our common stock, with no fixed expiration. There were no repurchases of common stock in 2016, 2017, or 2018.
Stock Award Plans
Employees vest in restricted stock unit awards and stock options over the corresponding service term, generally between two and five years.
Stock Award Activity
Stock-based compensation expense is as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
Cost of sales
$
16

 
$
47

 
$
73

Fulfillment
657

 
911

 
1,121

Marketing
323

 
511

 
769

Technology and content
1,664

 
2,305

 
2,888

General and administrative
315

 
441

 
567

Total stock-based compensation expense (1)
$
2,975

 
$
4,215

 
$
5,418


___________________
(1)
The related tax benefits were $907 million, $860 million, and $1.1 billion for 2016, 2017, and 2018. In 2017 and 2018, the tax benefit reflects the permanent reduction in the U.S. statutory corporate tax rate from 35% to 21%.
The following table summarizes our restricted stock unit activity (in millions):
 
Number of Units
 
Weighted Average
Grant-Date
Fair Value
Outstanding as of January 1, 2016
18.9

 
$
362

Units granted
9.3

 
660

Units vested
(6.1
)
 
321

Units forfeited
(2.3
)
 
440

Outstanding as of December 31, 2016
19.8

 
506

Units granted
8.9

 
946

Units vested
(6.8
)
 
400

Units forfeited
(1.8
)
 
649

Outstanding as of December 31, 2017
20.1

 
725

Units granted
5.0

 
1,522

Units vested
(7.1
)
 
578

Units forfeited
(2.1
)
 
862

Outstanding as of December 31, 2018
15.9

 
$
1,024


Scheduled vesting for outstanding restricted stock units as of December 31, 2018, is as follows (in millions):
 
Year Ended  
 
 
 
 
 
2019
 
2020
 
2021
 
2022
 
2023
 
Thereafter
 
Total
Scheduled vesting — restricted stock units
6.9

 
5.6

 
2.4

 
0.8

 
0.1

 
0.1

 
15.9


As of December 31, 2018, there was $6.6 billion of net unrecognized compensation cost related to unvested stock-based compensation arrangements. This compensation is recognized on an accelerated basis with approximately half of the compensation expected to be expensed in the next twelve months, and has a weighted-average recognition period of 1.1 years. The estimated forfeiture rate as of December 31, 2016, 2017, and 2018 was 28%, 28%, and 27%. Changes in our estimates and assumptions relating to forfeitures may cause us to realize material changes in stock-based compensation expense in the future.
During 2016, 2017, and 2018, the fair value of restricted stock units that vested was $4.3 billion, $6.8 billion, and $11.4 billion.
Common Stock Available for Future Issuance
As of December 31, 2018, common stock available for future issuance to employees is 113 million shares.
v3.10.0.1
Income Taxes
12 Months Ended
Dec. 31, 2018
Income Tax Disclosure [Abstract]  
Income Taxes
INCOME TAXES
In 2016, 2017, and 2018, we recorded net tax provisions of $1.4 billion, $769 million, and $1.2 billion. We have tax benefits relating to excess stock-based compensation deductions and accelerated depreciation deductions that are being utilized to reduce our U.S. taxable income. Cash taxes paid, net of refunds, were $412 million, $957 million, and $1.2 billion for 2016, 2017, and 2018.
The U.S. Tax Act was signed into law on December 22, 2017. The U.S. Tax Act significantly revised the U.S. corporate income tax by, among other things, lowering the statutory corporate tax rate from 35% to 21%, eliminating certain deductions, imposing a mandatory one-time tax on accumulated earnings of foreign subsidiaries, introducing new tax regimes, and changing how foreign earnings are subject to U.S. tax. The U.S. Tax Act also enhanced and extended the option to claim accelerated depreciation deductions by allowing full expensing of qualified property, primarily equipment, through 2022. We reasonably estimated the effects of the U.S. Tax Act and recorded provisional amounts in our financial statements as of December 31, 2017. We recorded a provisional tax benefit for the impact of the U.S. Tax Act of approximately $789 million. This amount was primarily comprised of the remeasurement of federal net deferred tax liabilities resulting from the permanent reduction in the U.S. statutory corporate tax rate to 21% from 35%, after taking into account the mandatory one-time tax on the accumulated earnings of our foreign subsidiaries. The amount of this one-time tax was not material. In 2018, we completed our determination of the accounting implications of the U.S. Tax Act.
The components of the provision for income taxes, net are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
Current taxes:
 
 
 
 
 
U.S. Federal
$
1,136

 
$
(137
)
 
$
(129
)
U.S. State
208

 
211

 
322

International
327

 
724

 
563

Current taxes
1,671

 
798

 
756

Deferred taxes:
 
 
 
 
 
U.S. Federal
116

 
(202
)
 
565

U.S. State
(31
)
 
(26
)
 
5

International
(331
)
 
199

 
(129
)
Deferred taxes
(246
)
 
(29
)
 
441

Provision for income taxes, net
$
1,425

 
$
769

 
$
1,197


U.S. and international components of income before income taxes are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
U.S.
$
4,551

 
$
5,630

 
$
11,157

International
(659
)
 
(1,824
)
 
104

Income before income taxes
$
3,892

 
$
3,806

 
$
11,261


The items accounting for differences between income taxes computed at the federal statutory rate and the provision recorded for income taxes are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
Income taxes computed at the federal statutory rate (1)
$
1,362

 
$
1,332

 
$
2,365

Effect of:
 
 
 
 
 
Tax impact of foreign earnings
(69
)
 
1,178

 
119

State taxes, net of federal benefits
110

 
114

 
263

Tax credits
(119
)
 
(220
)
 
(419
)
Stock-based compensation (2)
189

 
(917
)
 
(1,086
)
Domestic production activities deduction
(94
)
 

 

2017 Impact of U.S. Tax Act

 
(789
)
 
(157
)
Other, net
46

 
71

 
112

Total
$
1,425

 
$
769

 
$
1,197


___________________
(1)
The U.S. Tax Act reduced the U.S. federal statutory rate from 35% to 21% beginning in 2018.
(2)
Includes non-deductible stock-based compensation and beginning in 2017, excess tax benefits from stock-based compensation. For 2017 and 2018, our tax provision includes $1.3 billion and $1.6 billion of excess tax benefits from stock-based compensation.
Our provision for income taxes in 2017 was lower than in 2016 primarily due to excess tax benefits from stock-based compensation and the one-time favorable effect of the U.S. Tax Act, partially offset by an increase in the proportion of foreign losses for which we may not realize a tax benefit and audit-related developments.
We regularly assess whether it is more likely than not that we will realize our deferred tax assets in each taxing jurisdiction in which we operate. In performing this assessment with respect to each jurisdiction, we review all available evidence, including recent cumulative loss experience and expectations of future earnings, capital gains, and investment in such jurisdiction, the carry-forward periods available to us for tax reporting purposes, and other relevant factors. In Q2 2017, we recognized an estimated charge to tax expense of $600 million to record a valuation allowance against the net deferred tax assets in Luxembourg.
Our provision for income taxes in 2018 was higher than in 2017 primarily due to an increase in U.S. pre-tax income and the one-time provisional tax benefit of the U.S. Tax Act recognized in 2017. This was partially offset by the reduction to the U.S. federal statutory tax rate in 2018, a decline in the proportion of foreign losses for which we may not realize a tax benefit and an increase in excess tax benefits from stock-based compensation.
Certain foreign subsidiary earnings are subject to U.S. taxation under the U.S. Tax Act, which also repeals U.S. taxation on the subsequent repatriation of those earnings. We intend to invest substantially all of our foreign subsidiary earnings, as well as our capital in our foreign subsidiaries, indefinitely outside of the U.S. in those jurisdictions in which we would incur significant, additional costs upon repatriation of such amounts.
Deferred income tax assets and liabilities are as follows (in millions):
 
December 31,
 
2017
 
2018
Deferred tax assets (1):
 
 
 
Loss carryforwards U.S. - Federal/States
$
211

 
$
222

Loss carryforwards - Foreign
2,149

 
2,551

Accrued liabilities, reserves, and other expenses
901

 
1,064

Stock-based compensation
1,026

 
1,293

Deferred revenue
349

 
321

Assets held for investment
35

 
69

Depreciation and amortization
279

 
2,386

Other items
167

 
94

Tax credits
381

 
734

Total gross deferred tax assets
5,498

 
8,734

Less valuation allowance (2)
(2,538
)
 
(4,950
)
Deferred tax assets, net of valuation allowance
2,960

 
3,784

Deferred tax liabilities:
 
 
 
Depreciation and amortization
(2,568
)
 
(3,579
)
Acquisition related intangible assets
(531
)
 
(682
)
Other items
(58
)
 
(67
)
Net deferred tax assets (liabilities), net of valuation allowance
$
(197
)
 
$
(544
)
 ___________________
(1)
Deferred tax assets are presented net of tax contingencies.
(2)
Relates primarily to deferred tax assets that would only be realizable upon the generation of net income in certain foreign taxing jurisdictions and future capital gains.
As of December 31, 2018, our federal, foreign, and state net operating loss carryforwards for income tax purposes were approximately $627 million, $7.8 billion, and $919 million. The federal, foreign, and state net operating loss carryforwards are subject to limitations under Section 382 of the Internal Revenue Code and applicable foreign and state tax law. If not utilized, a portion of the federal, foreign, and state net operating loss carryforwards will begin to expire in 2029, 2019, and 2019, respectively. As of December 31, 2018, our tax credit carryforwards for income tax purposes were approximately $1.7 billion. If not utilized, a portion of the tax credit carryforwards will begin to expire in 2022. As of December 31, 2018, our federal capital loss carryforwards for income tax purposes was approximately $261 million. If not utilized, a portion of the capital loss carryforwards will begin to expire in 2022.
Tax Contingencies
We are subject to income taxes in the U.S. (federal and state) and numerous foreign jurisdictions. Significant judgment is required in evaluating our tax positions and determining our provision for income taxes. During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. We establish reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes will be due. These reserves are established when we believe that certain positions might be challenged despite our belief that our tax return positions are fully supportable. We adjust these reserves in light of changing facts and circumstances, such as the outcome of tax audits. The provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate.
The reconciliation of our tax contingencies is as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
Gross tax contingencies – January 1
$
1,181

 
$
1,710

 
$
2,309

Gross increases to tax positions in prior periods
355

 
223

 
164

Gross decreases to tax positions in prior periods
(133
)
 
(139
)
 
(90
)
Gross increases to current period tax positions
308

 
518

 
1,088

Settlements with tax authorities

 

 
(36
)
Lapse of statute of limitations
(1
)
 
(3
)
 
(21
)
Gross tax contingencies – December 31 (1)
$
1,710

 
$
2,309

 
$
3,414

 ___________________
(1)
As of December 31, 2018, we had approximately $3.4 billion of accrued tax contingencies, of which $1.7 billion, if fully recognized, would decrease our effective tax rate.
As of December 31, 2017 and 2018, we had accrued interest and penalties, net of federal income tax benefit, related to tax contingencies of $107 million and $127 million. Interest and penalties, net of federal income tax benefit, recognized for the years ended December 31, 2016, 2017, and 2018 was $9 million, $40 million, and $20 million.
We are under examination, or may be subject to examination, by the Internal Revenue Service (“IRS”) for the calendar year 2005 and thereafter. These examinations may lead to ordinary course adjustments or proposed adjustments to our taxes or our net operating losses with respect to years under examination as well as subsequent periods. As previously disclosed, we have received Notices of Proposed Adjustment (“NOPAs”) from the IRS for transactions undertaken in the 2005 and 2006 calendar years relating to transfer pricing with our foreign subsidiaries. The IRS is seeking to increase our U.S. taxable income by an amount that would result in additional federal tax of approximately $1.5 billion, subject to interest. On March 23, 2017, the U.S. Tax Court issued its decision regarding the issues raised in the IRS NOPAs. The Tax Court rejected the approach from the IRS NOPAs in determining transfer pricing adjustments in 2005 and 2006 for the transactions undertaken with our foreign subsidiaries and adopted, with adjustments, our suggested approach. In September 2017, the IRS appealed the decision to the U.S. Court of Appeals for the Ninth Circuit. We will continue to defend ourselves vigorously in this matter. If the Tax Court decision were reversed on appeal or if the IRS were to successfully assert transfer pricing adjustments of a similar nature to the NOPAs for transactions in subsequent years, we could be subject to significant additional tax liabilities.
In October 2014, the European Commission opened a formal investigation to examine whether decisions by the tax authorities in Luxembourg with regard to the corporate income tax paid by certain of our subsidiaries comply with European Union rules on state aid. On October 4, 2017, the European Commission announced its decision that determinations by the tax authorities in Luxembourg did not comply with European Union rules on state aid. Based on that decision the European Commission announced an estimated recovery amount of approximately €250 million, plus interest, for the period May 2006 through June 2014, and ordered Luxembourg tax authorities to calculate the actual amount of additional taxes subject to recovery. Luxembourg computed an initial recovery amount, consistent with the European Commission’s decision, that we deposited into escrow in March 2018, subject to adjustment pending conclusion of all appeals. In December 2017, Luxembourg appealed the European Commission’s decision. In May 2018, we appealed. We believe the European Commission’s decision to be without merit and will continue to defend ourselves vigorously in this matter. We are also subject to taxation in various states and other foreign jurisdictions including China, Germany, India, Japan, Luxembourg, and the United Kingdom. We are under, or may be subject to, audit or examination and additional assessments by the relevant authorities in respect of these particular jurisdictions primarily for 2008 and thereafter.
We expect the total amount of tax contingencies will grow in 2019. In addition, changes in state, federal, and foreign tax laws may increase our tax contingencies. The timing of the resolution of income tax examinations is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ from the amounts accrued. It is reasonably possible that within the next 12 months we will receive additional assessments by various tax authorities or possibly reach resolution of income tax examinations in one or more jurisdictions. These assessments or settlements could result in changes to our contingencies related to positions on tax filings in years through 2018. The actual amount of any change could vary significantly depending on the ultimate timing and nature of any settlements. We cannot currently provide an estimate of the range of possible outcomes.
v3.10.0.1
Segment Information
12 Months Ended
Dec. 31, 2018
Segment Reporting [Abstract]  
Segment Information
SEGMENT INFORMATION
We have organized our operations into three segments: North America, International, and AWS. We allocate to segment results the operating expenses “Fulfillment,” “Marketing,” “Technology and content,” and “General and administrative” based on usage, which is generally reflected in the segment in which the costs are incurred. The majority of technology infrastructure costs are allocated to the AWS segment based on usage. The majority of the remaining non-infrastructure technology costs are incurred in the U.S. and are allocated to our North America segment. There are no internal revenue transactions between our reportable segments. These segments reflect the way our chief operating decision maker evaluates the Company’s business performance and manages its operations.
North America
The North America segment primarily consists of amounts earned from retail sales of consumer products (including from sellers) and subscriptions through North America-focused online and physical stores. This segment includes export sales from these online stores.
International
The International segment primarily consists of amounts earned from retail sales of consumer products (including from sellers) and subscriptions through internationally-focused online stores. This segment includes export sales from these internationally-focused online stores (including export sales from these online stores to customers in the U.S., Mexico, and Canada), but excludes export sales from our North America-focused online stores.
AWS
The AWS segment consists of amounts earned from global sales of compute, storage, database, and other service offerings for start-ups, enterprises, government agencies, and academic institutions.
Information on reportable segments and reconciliation to consolidated net income (loss) is as follows (in millions):
  
Year Ended December 31,
 
2016
 
2017
 
2018
North America
 
 
 
 
 
Net sales
$
79,785

 
$
106,110

 
$
141,366

Operating expenses
77,424

 
103,273

 
134,099

Operating income
$
2,361

 
$
2,837

 
$
7,267

International
 
 
 
 
 
Net sales
$
43,983

 
$
54,297

 
$
65,866

Operating expenses
45,266

 
57,359

 
68,008

Operating income (loss)
$
(1,283
)
 
$
(3,062
)
 
$
(2,142
)
AWS
 
 
 
 
 
Net sales
$
12,219

 
$
17,459

 
$
25,655

Operating expenses
9,111

 
13,128

 
18,359

Operating income
$
3,108

 
$
4,331

 
$
7,296

Consolidated
 
 
 
 
 
Net sales
$
135,987

 
$
177,866

 
$
232,887

Operating expenses
131,801

 
173,760

 
220,466

Operating income
4,186

 
4,106

 
12,421

Total non-operating income (expense)
(294
)
 
(300
)
 
(1,160
)
Provision for income taxes
(1,425
)
 
(769
)
 
(1,197
)
Equity-method investment activity, net of tax
(96
)
 
(4
)
 
9

Net income
$
2,371

 
$
3,033

 
$
10,073


Net sales by groups of similar products and services, which also have similar economic characteristics, is as follows (in millions):
  
Year Ended December 31,
 
2016
 
2017
 
2018
Net Sales:
 
 
 
 
 
Online stores (1)
$
91,431

 
$
108,354

 
$
122,987

Physical stores (2)

 
5,798

 
17,224

Third-party seller services (3)
22,993

 
31,881

 
42,745

Subscription services (4)
6,394

 
9,721

 
14,168

AWS
12,219

 
17,459

 
25,655

Other (5)
2,950

 
4,653

 
10,108

Consolidated
$
135,987

 
$
177,866

 
$
232,887

___________________
(1)
Includes product sales and digital media content where we record revenue gross. We leverage our retail infrastructure to offer a wide selection of consumable and durable goods that includes media products available in both a physical and digital format, such as books, music, videos, games, and software. These product sales include digital products sold on a transactional basis. Digital product subscriptions that provide unlimited viewing or usage rights are included in Subscription services.
(2)
Includes product sales where our customers physically select items in a store.
(3)
Includes commissions and any related fulfillment and shipping fees, and other third-party seller services.
(4)
Includes annual and monthly fees associated with Amazon Prime memberships, as well as audiobook, digital video, e-book, digital music, and other non-AWS subscription services.
(5)
Primarily includes sales of advertising services, as well as sales related to our other service offerings.
Net sales generated from our internationally-focused online stores are denominated in local functional currencies. Revenues are translated at average rates prevailing throughout the period. Net sales attributed to countries that represent a significant portion of consolidated net sales are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
United States
$
90,349

 
$
120,486

 
$
160,146

Germany
14,148

 
16,951

 
19,881

United Kingdom
9,547

 
11,372

 
14,524

Japan
10,797

 
11,907

 
13,829

Rest of world
11,146

 
17,150

 
24,507

Consolidated
$
135,987

 
$
177,866

 
$
232,887


Total segment assets exclude corporate assets, such as cash and cash equivalents, marketable securities, other long-term investments, corporate facilities, goodwill and other acquired intangible assets, and tax assets. Technology infrastructure assets are allocated among the segments based on usage, with the majority allocated to the AWS segment. Total segment assets reconciled to consolidated amounts are as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
North America (1)
$
22,225

 
$
35,844

 
$
47,251

International (1)
10,429

 
18,014

 
19,923

AWS (2)
12,698

 
18,660

 
26,340

Corporate
38,050

 
58,792

 
69,134

Consolidated
$
83,402

 
$
131,310

 
$
162,648

___________________
(1)
North America and International segment assets primarily consist of property and equipment, inventory, and accounts receivable.
(2)
AWS segment assets primarily consist of property and equipment and accounts receivable.
Property and equipment, net by segment is as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
North America
$
10,143

 
$
20,401

 
$
27,052

International
3,448

 
7,425

 
8,552

AWS
10,300

 
14,885

 
18,851

Corporate
5,223

 
6,155

 
7,342

Consolidated
$
29,114

 
$
48,866

 
$
61,797


Total net additions to property and equipment by segment are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
North America (1)
$
5,132

 
$
13,200

 
$
10,749

International (1)
1,680

 
5,196

 
2,476

AWS (2)
5,193

 
9,190

 
9,783

Corporate
1,580

 
2,197

 
2,060

Consolidated
$
13,585

 
$
29,783

 
$
25,068

___________________
(1)
Includes property and equipment added under capital leases of $1.5 billion, $2.9 billion, and $2.0 billion in 2016, 2017, and 2018, and under other financing arrangements of $849 million, $2.9 billion, and $3.0 billion in 2016, 2017, and 2018.
(2)
Includes property and equipment added under capital leases of $4.0 billion, $7.3 billion, and $8.4 billion in 2016, 2017, and 2018, and under finance leases of $75 million, $134 million, and $245 million in 2016, 2017, and 2018.
U.S. property and equipment, net was $22.0 billion, $35.5 billion, and $45.1 billion, in 2016, 2017, and 2018, and rest of world property and equipment, net was $7.1 billion, $13.4 billion, and $16.7 billion in 2016, 2017, and 2018. Except for the U.S., property and equipment, net, in any single country was less than 10% of consolidated property and equipment, net.
Depreciation expense, including other corporate property and equipment depreciation expense, are allocated to all segments based on usage. Total depreciation expense, by segment, is as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
North America
$
1,971

 
$
3,029

 
$
4,415

International
930

 
1,278

 
1,628

AWS
3,461

 
4,524

 
6,095

Consolidated
$
6,362

 
$
8,831

 
$
12,138

v3.10.0.1
Quarterly Results (Unaudited)
12 Months Ended
Dec. 31, 2018
Quarterly Financial Information Disclosure [Abstract]  
Quarterly Results (Unaudited)
QUARTERLY RESULTS (UNAUDITED)
The following tables contain selected unaudited statement of operations information for each quarter of 2017 and 2018. The following information reflects all normal recurring adjustments necessary for a fair presentation of the information for the periods presented. The operating results for any quarter are not necessarily indicative of results for any future period. Our business is affected by seasonality, which historically has resulted in higher sales volume during our fourth quarter. Unaudited quarterly results are as follows (in millions, except per share data):
 
 
Year Ended December 31, 2017 (1)
 
 
First
Quarter
 
Second
Quarter
 
Third
Quarter (2)
 
Fourth
Quarter (2)
Net sales
 
$
35,714

 
$
37,955

 
$
43,744

 
$
60,453

Operating income
 
1,005

 
628

 
347

 
2,127

Income before income taxes
 
953

 
666

 
316

 
1,872

Provision for income taxes
 
(229
)
 
(467
)
 
(58
)
 
(16
)
Net income
 
724

 
197

 
256

 
1,856

Basic earnings per share
 
1.52

 
0.41

 
0.53

 
3.85

Diluted earnings per share
 
1.48

 
0.40

 
0.52

 
3.75

Shares used in computation of earnings per share:
 
 
 
 
 
 
 
 
Basic
 
477

 
479

 
481

 
483

Diluted
 
490

 
492

 
494

 
496

 
 
Year Ended December 31, 2018 (1)
 
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Net sales
 
$
51,042

 
$
52,886

 
$
56,576

 
$
72,383

Operating income
 
1,927

 
2,983

 
3,724

 
3,786

Income before income taxes
 
1,916

 
2,605

 
3,390

 
3,350

Provision for income taxes
 
(287
)
 
(74
)
 
(508
)
 
(327
)
Net income
 
1,629

 
2,534

 
2,883

 
3,027

Basic earnings per share
 
3.36

 
5.21

 
5.91

 
6.18

Diluted earnings per share
 
3.27

 
5.07

 
5.75

 
6.04

Shares used in computation of earnings per share:
 
 
 
 
 
 
 
 
Basic
 
484

 
486

 
488

 
490

Diluted
 
498

 
500

 
501

 
501

 ___________________
(1)
The sum of quarterly amounts, including per share amounts, may not equal amounts reported for year-to-date periods. This is due to the effects of rounding and changes in the number of weighted-average shares outstanding for each period.
(2)
We acquired Whole Foods Market on August 28, 2017. The results of Whole Foods Market have been included in our results of operation from the date of acquisition. See Item 8 of Part II, “Financial Statements and Supplementary Data — Note 4 — Acquisitions, Goodwill, and Acquired Intangible Assets” for additional information regarding this transaction.
v3.10.0.1
Description of Business and Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2018
Accounting Policies [Abstract]  
Segment Information
We have organized our operations into three segments: North America, International, and AWS.
Prior Period Reclassifications
Prior Period Reclassifications
Certain prior period amounts have been reclassified to conform to the current period presentation, including the addition of restricted cash to cash and cash equivalents on our consolidated statements of cash flows as a result of the adoption of new accounting guidance.
Principles of Consolidation
Principles of Consolidation
The consolidated financial statements include the accounts of Amazon.com, Inc., its wholly-owned subsidiaries, and those entities in which we have a variable interest and of which we are the primary beneficiary, including certain entities in India and China and that support our seller lending financing activities (collectively, the “Company”). Intercompany balances and transactions between consolidated entities are eliminated. The financial results of Whole Foods Market, Inc. (“Whole Foods Market”) have been included in our consolidated financial statements from the date of acquisition on August 28, 2017.
Use of Estimates
Use of Estimates
The preparation of financial statements in conformity with GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, income taxes, commitments and contingencies, valuation of acquired intangibles and goodwill, stock-based compensation forfeiture rates, vendor funding, and inventory valuation. Actual results could differ materially from those estimates.
Earnings per Share
Earnings per Share
Basic earnings per share is calculated using our weighted-average outstanding common shares. Diluted earnings per share is calculated using our weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method. In periods when we have a net loss, stock awards are excluded from our calculation of earnings per share as their inclusion would have an antidilutive effect.
Revenue
Revenue
Revenue is measured based on the amount of consideration that we expect to receive, reduced by estimates for return allowances, promotional discounts, and rebates. Revenue also excludes any amounts collected on behalf of third parties, including sales and indirect taxes. In arrangements where we have multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We generally determine stand-alone selling prices based on the prices charged to customers or using expected cost plus a margin.
A description of our principal revenue generating activities is as follows:
Retail sales - We offer consumer products through our online and physical stores. Revenue is recognized when control of the goods is transferred to the customer, which generally occurs upon our delivery to a third-party carrier or, in the case of an Amazon delivery, to the customer.
Third-party seller services - We offer programs that enable sellers to sell their products in our stores, and fulfill orders through us. We are not the seller of record in these transactions. The commissions and any related fulfillment and shipping fees we earn from these arrangements are recognized when the services are rendered, which generally occurs upon delivery of the related products to a third-party carrier or, in the case of an Amazon delivery, to the customer.
Subscription services - Our subscription sales include fees associated with Amazon Prime memberships and access to content including audiobooks, digital video, e-books, digital music, and other non-AWS subscription services. Prime memberships provide our customers with access to an evolving suite of benefits that represent a single stand-ready obligation. Subscriptions are paid for at the time of or in advance of delivering the services. Revenue from such arrangements is recognized over the subscription period.
AWS - Our AWS arrangements include global sales of compute, storage, database, and other services. Revenue is allocated to services using stand-alone selling prices and is primarily recognized when the customer uses these services, based on the quantity of services rendered, such as compute or storage capacity delivered on-demand. Certain services, including compute and database, are also offered as a fixed quantity over a specified term, for which revenue is recognized ratably. Sales commissions we pay in connection with contracts that exceed one year are capitalized and amortized over the contract term.
Other - Other revenue primarily includes sales of advertising services, which are recognized as ads are delivered based on the number of clicks or impressions.
Return Allowances
Return allowances, which reduce revenue and cost of sales, are estimated using historical experience. Liabilities for return allowances are included in “Accrued expenses and other” and were $567 million, $468 million, and $623 million as of December 31, 2016, 2017, and 2018. Additions to the allowance were $1.5 billion, $1.8 billion, and $2.3 billion and deductions from the allowance were $1.5 billion, $1.9 billion, and $2.3 billion in 2016, 2017, and 2018. Included in “Inventories” on our consolidated balance sheets are assets totaling $411 million, $406 million, and $519 million as of December 31, 2016, 2017, and 2018, for the rights to recover products from customers associated with our liabilities for return allowances.
Cost of Sales
Cost of sales primarily consists of the purchase price of consumer products, digital media content costs where we record revenue gross, including video and music, packaging supplies, sortation and delivery centers and related equipment costs, and inbound and outbound shipping costs, including where we are the transportation service provider. Shipping costs to receive products from our suppliers are included in our inventory, and recognized as cost of sales upon sale of products to our customers. Payment processing and related transaction costs, including those associated with seller transactions, are classified in “Fulfillment” on our consolidated statements of operations.
Vendor Agreements
We have agreements with our vendors to receive funds primarily for cooperative marketing efforts, promotions, incentives, and volume rebates. We generally consider these amounts received from vendors to be a reduction of the prices we pay for their goods, including property and equipment, or services, and are recorded as a reduction of the cost of inventory, cost of services, or cost of property and equipment. Volume rebates typically depend on reaching minimum purchase thresholds. We evaluate the likelihood of reaching purchase thresholds using past experience and current year forecasts. When volume rebates can be reasonably estimated, we record a portion of the rebate as we make progress towards the purchase threshold.
Fulfillment
Fulfillment
Fulfillment costs primarily consist of those costs incurred in operating and staffing our North America and International segments’ fulfillment centers, customer service centers, and physical stores, including costs attributable to buying, receiving, inspecting, and warehousing inventories; picking, packaging, and preparing customer orders for shipment; payment processing and related transaction costs, including costs associated with our guarantee for certain seller transactions; responding to inquiries from customers; and supply chain management for our manufactured electronic devices. Fulfillment costs also include amounts paid to third parties that assist us in fulfillment and customer service operations.
Marketing
Marketing
Marketing costs primarily consist of targeted online advertising, payroll and related expenses for personnel engaged in marketing and selling activities, and television advertising. We pay commissions to third parties when their customer referrals result in sales. We also participate in cooperative advertising arrangements with certain of our vendors, and other third parties.
Advertising and other promotional costs to market our products and services are expensed as incurred
Technology and Content
Technology and Content
Technology and content costs include payroll and related expenses for employees involved in the research and development of new and existing products and services, development, design, and maintenance of our stores, curation and display of products and services made available in our online stores, and infrastructure costs. Infrastructure costs include servers, networking equipment, and data center related depreciation, rent, utilities, and other expenses necessary to support AWS and other Amazon businesses. Collectively, these costs reflect the investments we make in order to offer a wide variety of products and services to our customers. Technology and content costs are generally expensed as incurred.
General and Administrative
General and Administrative
General and administrative expenses primarily consist of payroll and related expenses; facilities and equipment expenses, such as depreciation expense and rent; professional fees and litigation costs; and other general corporate costs for corporate functions, including accounting, finance, tax, legal, and human resources, among others.
Stock-Based Compensation
Stock-Based Compensation
Compensation cost for all stock awards expected to vest is measured at fair value on the date of grant and recognized over the service period. The fair value of restricted stock units is determined based on the number of shares granted and the quoted price of our common stock. Such value is recognized as expense over the service period, net of estimated forfeitures, using the accelerated method. The estimated number of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from our current estimates, such amounts will be recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including historical forfeiture experience and employee level.
Other Operating Expense, Net
Other Operating Expense, Net
Other operating expense, net, consists primarily of marketing-related, contract-based, and customer-related intangible asset amortization expense, and expenses related to legal settlements.
Other Income (Expense), Net
Other Income (Expense), Net
Other income (expense), net, consists primarily of foreign currency gains (losses) of $21 million, $247 million, and $(206) million in 2016, 2017, and 2018 and equity warrant valuation gains (losses) of $67 million, $109 million, and $(131) million in 2016, 2017, and 2018
Income Taxes
Income Taxes
Income tax expense includes U.S. (federal and state) and foreign income taxes. Certain foreign subsidiary earnings are subject to U.S. taxation under the U.S. Tax Act, which also repeals U.S. taxation on the subsequent repatriation of those earnings. We intend to invest substantially all of our foreign subsidiary earnings, as well as our capital in our foreign subsidiaries, indefinitely outside of the U.S. in those jurisdictions in which we would incur significant, additional costs upon repatriation of such amounts.
Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered.
Deferred tax assets are evaluated for future realization and reduced by a valuation allowance to the extent we believe they will not be realized. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative loss experience and expectations of future earnings, capital gains and investment in such jurisdiction, the carry-forward periods available to us for tax reporting purposes, and other relevant factors.
We utilize a two-step approach to recognizing and measuring uncertain income tax positions (tax contingencies). The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not the position will be sustained on audit, including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. We consider many factors when evaluating our tax positions and estimating our tax benefits, which may require periodic adjustments and which may not accurately forecast actual outcomes. We include interest and penalties related to our tax contingencies in income tax expense.
Fair Value of Financial Instruments
Fair Value of Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value:
Level 1 — Valuations based on quoted prices for identical assets and liabilities in active markets.
Level 2 — Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.
Level 3 — Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.
For our cash, cash equivalents, or marketable securities, we measure the fair value of money market funds and equity securities based on quoted prices in active markets for identical assets or liabilities. All other financial instruments were valued either based on recent trades of securities in inactive markets or based on quoted market prices of similar instruments and other significant inputs derived from or corroborated by observable market data. We did not hold any cash, cash equivalents, or marketable securities categorized as Level 3 assets as of December 31, 2017 and 2018.
As part of entering into commercial agreements, we often obtain equity warrant assets giving us the right to acquire stock of other companies. As of December 31, 2017 and 2018, these warrants had a fair value of $441 million and $440 million, and are recorded within “Other assets” on our consolidated balance sheets. The related gain (loss) recorded in “Other income (expense), net” was $67 million, $109 million, and $(131) million in 2016, 2017, and 2018. These assets are primarily classified as Level 2 assets.
Cash and Cash Equivalents
Cash and Cash Equivalents
We classify all highly liquid instruments with an original maturity of three months or less as cash equivalents.
Inventories
Inventories
Inventories, consisting of products available for sale, are primarily accounted for using the first-in, first-out method, and are valued at the lower of cost and net realizable value. This valuation requires us to make judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category.
We provide Fulfillment by Amazon services in connection with certain of our sellers’ programs. Third-party sellers maintain ownership of their inventory, regardless of whether fulfillment is provided by us or the third-party sellers, and therefore these products are not included in our inventories.
We also purchase electronic device components from a variety of suppliers and use several contract manufacturers to provide manufacturing services for our products. During the normal course of business, in order to manage manufacturing lead times and help ensure adequate supply, we enter into agreements with contract manufacturers and suppliers for certain electronic device components. A portion of our reported purchase commitments arising from these agreements consists of firm, non-cancellable commitments. These commitments are based on forecasted customer demand. If we reduce these commitments, we may incur additional costs. We also have firm, non-cancellable commitments for certain products offered in our Whole Foods Market stores.
Accounts Receivable, Net and Other
Accounts Receivable, Net and Other
Included in “Accounts receivable, net and other” on our consolidated balance sheets are amounts primarily related to customers, vendors, and sellers. As of December 31, 2017 and 2018, customer receivables, net, were $6.4 billion and $9.4 billion, vendor receivables, net, were $2.6 billion and $3.2 billion, and seller receivables, net, were $692 million and $710 million. Seller receivables are amounts due from sellers related to our seller lending program, which provides funding to sellers primarily to procure inventory.
We estimate losses on receivables based on known troubled accounts and historical experience of losses incurred. Receivables are considered impaired and written-off when it is probable that all contractual payments due will not be collected in accordance with the terms of the agreement.
Software Development Costs
Software Development Costs
We incur software development costs related to products to be sold, leased, or marketed to external users, internal-use software, and our websites. Software development costs capitalized were not significant for the years presented. All other costs, including those related to design or maintenance, are expensed as incurred.
Property and Equipment, Net
Property and Equipment, Net
Property and equipment are stated at cost less accumulated depreciation. Incentives that we receive from property and equipment vendors are recorded as a reduction in our costs. Property includes buildings and land that we own, along with property we have acquired under build-to-suit, finance, and capital lease arrangements. Equipment includes assets such as servers and networking equipment, heavy equipment, and other fulfillment equipment. Depreciation is recorded on a straight-line basis over the estimated useful lives of the assets (generally the lesser of 40 years or the remaining life of the underlying building, three years for our servers, five years for networking equipment, ten years for heavy equipment, and three to seven years for other fulfillment equipment). Depreciation expense is classified within the corresponding operating expense categories on our consolidated statements of operations.
Leases
Leases and Asset Retirement Obligations
We categorize leases at their inception as either operating or capital leases. On certain of our lease agreements, we may receive rent holidays and other incentives provided by the landlord. We recognize lease costs on a straight-line basis without regard to deferred payment terms, such as rent holidays, that defer the commencement date of required payments. Additionally, incentives we receive are treated as a reduction of our costs over the term of the agreement. Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life or the non-cancellable term of the lease.
We establish assets and liabilities for the estimated construction costs incurred under build-to-suit lease arrangements to the extent we are involved in the construction of structural improvements or take construction risk prior to commencement of a lease. Upon occupancy of facilities under build-to-suit leases, we assess whether these arrangements qualify for sales recognition under the sale-leaseback accounting guidance. If we continue to be the deemed owner, the facilities are accounted for as finance leases.
We establish assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are depreciated over the lease period into operating expense, and the recorded liabilities are accreted to the future value of the estimated retirement costs.
As disclosed in “Accounting Pronouncements Not Yet Adopted,” our accounting for build-to-suit and finance leases will change on January 1, 2019.
Asset Retirement Obligations
Leases and Asset Retirement Obligations
We categorize leases at their inception as either operating or capital leases. On certain of our lease agreements, we may receive rent holidays and other incentives provided by the landlord. We recognize lease costs on a straight-line basis without regard to deferred payment terms, such as rent holidays, that defer the commencement date of required payments. Additionally, incentives we receive are treated as a reduction of our costs over the term of the agreement. Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life or the non-cancellable term of the lease.
We establish assets and liabilities for the estimated construction costs incurred under build-to-suit lease arrangements to the extent we are involved in the construction of structural improvements or take construction risk prior to commencement of a lease. Upon occupancy of facilities under build-to-suit leases, we assess whether these arrangements qualify for sales recognition under the sale-leaseback accounting guidance. If we continue to be the deemed owner, the facilities are accounted for as finance leases.
We establish assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are depreciated over the lease period into operating expense, and the recorded liabilities are accreted to the future value of the estimated retirement costs.
As disclosed in “Accounting Pronouncements Not Yet Adopted,” our accounting for build-to-suit and finance leases will change on January 1, 2019.
Goodwill
Goodwill
We evaluate goodwill for impairment annually or more frequently when an event occurs or circumstances change that indicate the carrying value may not be recoverable. In testing goodwill for impairment, we may elect to utilize a qualitative assessment to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If our qualitative assessment indicates that goodwill impairment is more likely than not, we perform a two-step impairment test. We test goodwill for impairment under the two-step impairment test by first comparing the book value of net assets to the fair value of the reporting units. If the fair value is determined to be less than the book value or qualitative factors indicate that it is more likely than not that goodwill is impaired, a second step is performed to compute the amount of impairment as the difference between the estimated fair value of goodwill and the carrying value. We estimate the fair value of the reporting units using discounted cash flows. Forecasts of future cash flows are based on our best estimate of future net sales and operating expenses, based primarily on expected category expansion, pricing, market segment share, and general economic conditions.
We completed the required annual testing of goodwill for impairment for all reporting units as of April 1, 2018, and determined that goodwill is not impaired as the fair value of our reporting units substantially exceeded their book value. There were no events that caused us to update our annual impairment test.
Other Assets
Other Assets
Included in “Other assets” on our consolidated balance sheets are amounts primarily related to acquired intangible assets, net of accumulated amortization; video and music content, net of accumulated amortization; long-term deferred tax assets; certain equity investments; marketable securities restricted for longer than one year, the majority of which are attributable to collateralization of bank guarantees and debt related to our international operations; and equity warrant assets.
Video and Music Content
Video and Music Content
We obtain video and music content for customers through licensing agreements that have a wide range of licensing provisions, which include both fixed and variable payment schedules. When the license fee for a specific movie, television, or music title is determinable or reasonably estimable and the content is available for streaming, we recognize an asset representing the fee and a corresponding liability for the amounts owed. We relieve the liability as payments are made and we amortize the asset to “Cost of sales” on a straight-line basis or on an accelerated basis, based on estimated usage patterns, which typically ranges from one to five years. If we are unable to reasonably estimate the cost per title, no asset or liability is recorded and licensing costs are expensed as incurred. We also develop original content. Capitalized production costs associated with our original content are limited by the amount of revenue we expect to earn, which results in a portion being expensed as incurred. These capitalized costs are amortized to “Cost of sales” on an accelerated basis that follows the viewing pattern of customer streams in the first months after availability.
Investments
Investments
We generally invest our excess cash in AAA-rated money market funds and investment grade short- to intermediate-term fixed income securities. Such investments are included in “Cash and cash equivalents” or “Marketable securities” on the accompanying consolidated balance sheets. Marketable debt securities are classified as available-for-sale and reported at fair value with unrealized gains and losses included in “Accumulated other comprehensive loss.”
Equity investments are accounted for using the equity method of accounting if the investment gives us the ability to exercise significant influence, but not control, over an investee. Equity-method investments are included within “Other assets” on our consolidated balance sheets. Our share of the earnings or losses as reported by equity-method investees, amortization of basis differences, and related gains or losses, if any, are classified as “Equity-method investment activity, net of tax” on our consolidated statements of operations.
Equity investments without readily determinable fair values and for which we do not have the ability to exercise significant influence are accounted for at cost with adjustments for observable changes in prices or impairments and are classified as “Other assets” on our consolidated balance sheets.
Equity investments that have readily determinable fair values are included in “Marketable securities” on our consolidated balance sheets and measured at fair value with changes recognized in “Other income (expense), net” on our consolidated statement of operations.
We periodically evaluate whether declines in fair values of our investments indicate impairment. For debt securities and equity method investments, we also evaluate whether declines in fair value of our investments below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as our ability and intent to hold the investment until a forecasted recovery occurs. Additionally, we assess whether we have plans to sell the security or it is more likely than not we will be required to sell any investment before recovery of its amortized cost basis. Factors considered include: quoted market prices; recent financial results and operating trends; implied values from any recent transactions or offers of investee securities; credit quality of debt instrument issuers; other publicly available information that may affect the value of our investments; duration and severity of the decline in value; and our strategy and intentions for holding the investment.
Long-Lived Assets
Long-Lived Assets
Long-lived assets, other than goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable.
For long-lived assets used in operations, impairment losses are only recorded if the asset’s carrying amount is not recoverable through its undiscounted, probability-weighted future cash flows. We measure the impairment loss based on the difference between the carrying amount and estimated fair value. Long-lived assets are considered held for sale when certain criteria are met, including when management has committed to a plan to sell the asset, the asset is available for sale in its immediate condition, and the sale is probable within one year of the reporting date. Assets held for sale are reported at the lower of cost or fair value less costs to sell.
Accrued Expenses and Other
Accrued Expenses and Other
Included in “Accrued expenses and other” on our consolidated balance sheets are liabilities primarily related to leases and asset retirement obligations, payroll and related expenses, unredeemed gift cards, customer liabilities, current debt, acquired digital media content, and other operating expenses.
As of December 31, 2017 and 2018, our liabilities for payroll related expenses were $2.9 billion and $3.4 billion and our liabilities for unredeemed gift cards were $3.0 billion and $2.8 billion. We reduce the liability for a gift card when redeemed by a customer. The portion of gift cards that we do not expect to be redeemed is recognized based on customer usage patterns.
Unearned Revenue
Unearned Revenue
Unearned revenue is recorded when payments are received or due in advance of performing our service obligations and is recognized over the service period. Unearned revenue primarily relates to prepayments of AWS services and Amazon Prime memberships. Our total unearned revenue as of December 31, 2017 was $6.1 billion, of which $5.3 billion was recognized as revenue during the year ended December 31, 2018, including adjustments related to the new revenue recognition guidance. Included in “Other long-term liabilities” on our consolidated balance sheets was $1.0 billion and $1.4 billion of unearned revenue as of December 31, 2017 and 2018.
Additionally, we have performance obligations, primarily related to AWS, associated with commitments in customer contracts for future services that have not yet been recognized in our financial statements. For contracts with original terms that exceed one year, those commitments not yet recognized were $19.3 billion as of December 31, 2018. The weighted average remaining life of our long-term contracts is 3.3 years. However, the amount and timing of revenue recognition is largely driven by customer usage, which can extend beyond the original contractual term.
Foreign Currency
Foreign Currency
We have internationally-focused stores for which the net sales generated, as well as most of the related expenses directly incurred from those operations, are denominated in local functional currencies. The functional currency of our subsidiaries that either operate or support these stores is generally the same as the local currency. Assets and liabilities of these subsidiaries are translated into U.S. Dollars at period-end foreign exchange rates, and revenues and expenses are translated at average rates prevailing throughout the period. Translation adjustments are included in “Accumulated other comprehensive loss,” a separate component of stockholders’ equity, and in the “Foreign currency effect on cash and cash equivalents,” on our consolidated statements of cash flows. Transaction gains and losses including intercompany transactions denominated in a currency other than the functional currency of the entity involved are included in “Other income (expense), net” on our consolidated statements of operations.
Accounting Pronouncements Recently Adopted and Accounting Pronouncements Not Yet Adopted
Accounting Pronouncements Recently Adopted
In May 2014, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We adopted this ASU on January 1, 2018 for all revenue contracts with our customers using the modified retrospective approach and increased retained earnings by approximately $650 million. The adjustment primarily relates to the unredeemed portion of our gift cards, which are now recognized over the expected customer usage period rather than waiting until gift cards expire or when the likelihood of redemption becomes remote. We changed the recognition and classification of Amazon Prime memberships, which are now accounted for as a single performance obligation and recognized ratably over the membership period as service sales. Previously, Prime memberships were considered to be arrangements with multiple deliverables and were allocated among product sales and service sales. Other changes relate primarily to the presentation of revenue. Certain advertising services are now classified as revenue rather than a reduction in cost of sales, and sales of apps, in-app content, and certain digital media content are presented on a net basis. Prior year amounts have not been adjusted and continue to be reported in accordance with our historic accounting policy.
The impact of applying this ASU for the year ended December 31, 2018 primarily resulted in a decrease in product sales and an increase in service sales driven by the reclassification of Prime membership fees of approximately $3.8 billion. Service sales also increased by approximately $3.0 billion for the year ended December 31, 2018 due to the reclassification of certain advertising services.
In January 2016, the FASB issued an ASU that updates certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Under this ASU, certain equity investments are measured at fair value with changes recognized in net income. We adopted this ASU in Q1 2018 with no material impact to our consolidated financial statements.
In October 2016, the FASB issued an ASU amending the accounting for income taxes. The new guidance requires the recognition of the income tax consequences of an intercompany asset transfer, other than transfers of inventory, when the transfer occurs. For intercompany transfers of inventory, the income tax effects will continue to be deferred until the inventory has been sold to a third party. We adopted this ASU in Q1 2018 with an increase of approximately $250 million to retained earnings and deferred tax assets net of valuation allowances.
In November 2016, the FASB issued an ASU amending the presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash be added to cash and cash equivalents on the consolidated statements of cash flows. We adopted this ASU in Q1 2018 on a retrospective basis with the following impacts to our consolidated statements of cash flows (in millions):
Year Ended December 31, 2016
Previously Reported
 
Adjustments
 
As Revised
Operating activities
$
17,272

 
$
(69
)
 
$
17,203

Investing activities
(9,876
)
 
360

 
(9,516
)
Financing activities
(3,740
)
 
24

 
(3,716
)
Net change in cash, cash equivalents, and restricted cash
$
3,656


$
315


$
3,971

Year Ended December 31, 2017
Previously Reported
 
Adjustments
 
As Revised
Operating activities
$
18,434

 
$
(69
)
 
$
18,365

Investing activities
(27,819
)
 
735

 
(27,084
)
Financing activities
9,860

 
68

 
9,928

Net change in cash, cash equivalents, and restricted cash
$
475

 
$
734

 
$
1,209


Accounting Pronouncements Not Yet Adopted
In February 2016, the FASB issued an ASU amending the accounting for leases. The new guidance requires the recognition of lease assets and liabilities for operating leases with terms of more than 12 months, in addition to those currently recorded, on our consolidated balance sheets. Presentation of leases within the consolidated statements of operations and consolidated statements of cash flows will be generally consistent with the current lease accounting guidance. The ASU is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. We will adopt this ASU on January 1, 2019 with an immaterial cumulative adjustment to retained earnings rather than retrospectively adjusting prior periods. This adoption approach will result in a balance sheet presentation that will not be comparable to the prior period in the first year of adoption. The adoption of this ASU will result in the recognition of operating lease assets and liabilities of approximately $21 billion, which includes the reclassification of finance leases to operating leases of approximately $1.2 billion, and the derecognition of build-to-suit lease assets and liabilities when we do not control the building during the construction period of approximately $1.5 billion.
v3.10.0.1
Description of Business and Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2018
Accounting Policies [Abstract]  
Schedule of Calculation of Diluted Shares
The following table shows the calculation of diluted shares (in millions):
  
Year Ended December 31,
 
2016
 
2017
 
2018
Shares used in computation of basic earnings per share
474

 
480

 
487

Total dilutive effect of outstanding stock awards
10

 
13

 
13

Shares used in computation of diluted earnings per share
484

 
493

 
500

Schedule of New Accounting Pronouncements and Changes in Accounting Principles
We adopted this ASU in Q1 2018 on a retrospective basis with the following impacts to our consolidated statements of cash flows (in millions):
Year Ended December 31, 2016
Previously Reported
 
Adjustments
 
As Revised
Operating activities
$
17,272

 
$
(69
)
 
$
17,203

Investing activities
(9,876
)
 
360

 
(9,516
)
Financing activities
(3,740
)
 
24

 
(3,716
)
Net change in cash, cash equivalents, and restricted cash
$
3,656


$
315


$
3,971

Year Ended December 31, 2017
Previously Reported
 
Adjustments
 
As Revised
Operating activities
$
18,434

 
$
(69
)
 
$
18,365

Investing activities
(27,819
)
 
735

 
(27,084
)
Financing activities
9,860

 
68

 
9,928

Net change in cash, cash equivalents, and restricted cash
$
475

 
$
734

 
$
1,209

v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities (Tables)
12 Months Ended
Dec. 31, 2018
Investments, Debt and Equity Securities [Abstract]  
Summary of Fair Value by Major Security Type
The following table summarizes, by major security type, our cash, cash equivalents, restricted cash, and marketable securities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy (in millions):
 
December 31, 2017
  
Cost or
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Total
Estimated
Fair Value
Cash
$
9,982

 
$

 
$

 
$
9,982

Level 1 securities:
 
 
 
 
 
 
 
Money market funds
11,343

 

 

 
11,343

Equity securities
23

 
30

 

 
53

Level 2 securities:
 
 
 
 
 
 
 
Foreign government and agency securities
620

 

 

 
620

U.S. government and agency securities
4,841

 
1

 
(19
)
 
4,823

Corporate debt securities
4,265

 
1

 
(9
)
 
4,257

Asset-backed securities
910

 

 
(5
)
 
905

Other fixed income securities
340

 

 
(2
)
 
338

 
$
32,324


$
32


$
(35
)

$
32,321

Less: Restricted cash, cash equivalents, and marketable securities (1)
 
 
 
 
 
 
(1,335
)
Total cash, cash equivalents, and marketable securities
 
$
30,986

 
December 31, 2018
  
Cost or
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Total
Estimated
Fair Value
Cash
$
10,406

 
$

 
$

 
$
10,406

Level 1 securities:
 
 
 
 
 
 
 
Money market funds
12,515

 

 

 
12,515

Equity securities
29

 
143

 
(2
)
 
170

Level 2 securities:
 
 
 
 
 
 
 
Foreign government and agency securities
815

 

 

 
815

U.S. government and agency securities
11,686

 
1

 
(20
)
 
11,667

Corporate debt securities
5,008

 
1

 
(19
)
 
4,990

Asset-backed securities
896

 

 
(4
)
 
892

Other fixed income securities
190

 

 
(2
)
 
188

Equity securities
28

 
5

 

 
33

 
$
41,573

 
$
150

 
$
(47
)
 
$
41,676

Less: Restricted cash, cash equivalents, and marketable securities (1)
 
 
 
 
 
 
(426
)
Total cash, cash equivalents, and marketable securities
 
 
 
 
 
 
$
41,250

___________________
(1)
We are required to pledge or otherwise restrict a portion of our cash, cash equivalents, and marketable securities as collateral for real estate leases, amounts due to third-party sellers in certain jurisdictions, debt, and standby and trade letters of credit. We classify cash, cash equivalents, and marketable securities with use restrictions of less than twelve months as “Accounts receivable, net and other” and of twelve months or longer as non-current “Other assets” on our consolidated balance sheets. See “Note 7 — Commitments and Contingencies.”
Summary of Gross Realized Gains (Losses) on Investments
The following table summarizes gross gains and gross losses realized on sales of available-for-sale fixed income marketable securities (in millions):

 
Year Ended December 31,
 
2016
 
2017
 
2018
Realized gains
$
3

 
$
5

 
$
2

Realized losses
11

 
11

 
9

Summary of Contractual Maturities of Investments
The following table summarizes the remaining contractual maturities of our cash equivalents and marketable fixed income securities as of December 31, 2018 (in millions):
 
Amortized
Cost
 
Estimated
Fair Value
Due within one year
$
27,520

 
$
27,508

Due after one year through five years
2,865

 
2,845

Due after five years through ten years
187

 
185

Due after ten years
538

 
529

Total
$
31,110

 
$
31,067


Actual maturities may differ from the contractual maturities because borrowers may have certain prepayment conditions.
v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities Reconciliation to Cash Flow (Tables)
12 Months Ended
Dec. 31, 2018
Cash and Cash Equivalents [Abstract]  
Reconciliation of cash, cash equivalents, and restricted cash [Table Text Block]
The following table provides a reconciliation of the amount of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets to the total of the same such amounts shown in the consolidated statements of cash flows (in millions):
 
December 31, 2017
 
December 31, 2018
Cash and cash equivalents
$
20,522

 
$
31,750

Restricted cash included in accounts receivable, net and other
1,329

 
418

Restricted cash included in other assets
5

 
5

Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows
$
21,856

 
$
32,173

v3.10.0.1
Property and Equipment (Tables)
12 Months Ended
Dec. 31, 2018
Property, Plant and Equipment [Abstract]  
Property and Equipment, at Cost
Property and equipment, at cost, consisted of the following (in millions):
 
 
December 31,
 
2017
 
2018
Gross property and equipment (1):
 
 
 
Land and buildings
$
23,896

 
$
31,741

Equipment
42,244

 
54,591

Other assets
2,438

 
2,577

Construction in progress
4,078

 
6,861

Gross property and equipment
72,656

 
95,770

Total accumulated depreciation and amortization (1)
23,790

 
33,973

Total property and equipment, net
$
48,866

 
$
61,797

 ___________________
(1)
We revised our prior year presentation of gross property and equipment and total accumulated depreciation and amortization to include all property and equipment in service, including equipment which is fully-depreciated, to conform to the current year presentation. Total property and equipment, net remains unchanged for the prior year.
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets (Tables)
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Allocation of Aggregate Purchase Price of Acquisitions
The aggregate purchase price of these acquisitions was allocated as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
 
 
 
 
 
 
Purchase Price
 
 
 
 
 
Cash paid, net of cash acquired
$
81

 
$
13,859

 
$
1,618

Indemnification holdback
22

 
104

 
31

 
$
103

 
$
13,963

 
$
1,649

Allocation
 
 
 
 
 
Goodwill
$
60

 
$
9,501

 
$
1,228

Intangible assets (1):
 
 
 
 
 
Marketing-related
2

 
1,987

 
186

Contract-based
1

 
440

 
13

Technology-based
53

 
166

 
285

Customer-related
1

 
54

 
193

 
57

 
2,647

 
677

Property and equipment
3

 
3,810

 
11

Deferred tax assets
17

 
117

 
174

Other assets acquired
10

 
1,858

 
282

Long-term debt
(5
)
 
(1,165
)
 
(176
)
Deferred tax liabilities
(18
)
 
(961
)
 
(159
)
Other liabilities assumed
(21
)
 
(1,844
)
 
(388
)
 
$
103

 
$
13,963

 
$
1,649

 ___________________
(1)
Intangible assets acquired in 2016, 2017, and 2018 have estimated useful lives of between one and seven years, one and twenty-five years, and two and seven years, with weighted-average amortization periods of five years, twenty-one years, and six years.
Summary of Goodwill Activity
The following summarizes our goodwill activity in 2017 and 2018 by segment (in millions):
 
North
America
 
International
 
AWS
 
Consolidated
Goodwill - January 1, 2017
$
2,044

 
$
694

 
$
1,046

 
$
3,784

New acquisitions (1)
9,115

 
368

 
18

 
9,501

Other adjustments (2)
6

 
46

 
13

 
65

Goodwill - December 31, 2017
11,165

 
1,108

 
1,077

 
13,350

New acquisitions (1)
1,031

 
177

 
20

 
1,228

Other adjustments (2)
(5
)
 
(15
)
 
(10
)
 
(30
)
Goodwill - December 31, 2018
$
12,191

 
$
1,270

 
$
1,087

 
$
14,548

 ___________________
(1)
Primarily includes the acquisition of Whole Foods Market in the North America segment and Souq in the International segment in 2017 and the acquisitions of Ring and PillPack in the North America segment in 2018.
(2)
Primarily includes changes in foreign exchange rates.
Schedule of Acquired Finite-Lived Intangible Assets by Major Class
Acquired intangible assets, included within “Other assets” on our consolidated balance sheets, consist of the following (in millions):
 
 
December 31,
 
 
 
2017
 
2018
 
 
  
Acquired
Intangibles,
Gross (1)
 
Accumulated
Amortization (1)
 
Acquired
Intangibles,
Net
 
Acquired
Intangibles,
Gross (1)
 
Accumulated
Amortization (1)
 
Acquired
Intangibles,
Net
 
Weighted
Average Life
Remaining
Marketing-related
$
2,486

 
$
(418
)
 
$
2,068

 
$
2,542

 
$
(431
)
 
$
2,111

 
21.2
Contract-based
1,013

 
(213
)
 
800

 
1,430

 
(224
)
 
1,206

 
12.3
Technology- and content-based
640

 
(252
)
 
388

 
941

 
(377
)
 
564

 
4.6
Customer-related
283

 
(168
)
 
115

 
437

 
(208
)
 
229

 
4.4
Acquired intangibles (2)
$
4,422

 
$
(1,051
)
 
$
3,371

 
$
5,350

 
$
(1,240
)
 
$
4,110

 
15.4
 ___________________
(1)
Excludes the original cost and accumulated amortization of fully-amortized intangibles.
(2)
Intangible assets have estimated useful lives of between one and twenty-five years.
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
Expected future amortization expense of acquired intangible assets as of December 31, 2018 is as follows (in millions):
 
Year Ended December 31,
2019
$
511

2020
412

2021
355

2022
323

2023
270

Thereafter
2,217

 
$
4,088

v3.10.0.1
Long-Term Debt (Tables)
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
Long-Term Debt Obligations
The face value of our total long-term debt obligations is as follows (in millions):
 
December 31,
 
2017
 
2018
2.600% Notes due on December 5, 2019 (2)
1,000

 
1,000

1.900% Notes due on August 21, 2020 (3)
1,000

 
1,000

3.300% Notes due on December 5, 2021 (2)
1,000

 
1,000

2.500% Notes due on November 29, 2022 (1)
1,250

 
1,250

2.400% Notes due on February 22, 2023 (3)
1,000

 
1,000

2.800% Notes due on August 22, 2024 (3)
2,000

 
2,000

3.800% Notes due on December 5, 2024 (2)
1,250

 
1,250

5.200% Notes due on December 3, 2025 (4)
1,000

 
1,000

3.150% Notes due on August 22, 2027 (3)
3,500

 
3,500

4.800% Notes due on December 5, 2034 (2)
1,250

 
1,250

3.875% Notes due on August 22, 2037 (3)
2,750

 
2,750

4.950% Notes due on December 5, 2044 (2)
1,500

 
1,500

4.050% Notes due on August 22, 2047 (3)
3,500

 
3,500

4.250% Notes due on August 22, 2057 (3)
2,250

 
2,250

Credit Facility
592

 
594

Other long-term debt
100

 
121

Total debt
24,942

 
24,965

Less current portion of long-term debt
(100
)
 
(1,371
)
Face value of long-term debt
$
24,842

 
$
23,594


_____________________________
(1)
Issued in November 2012, effective interest rate of the 2022 Notes was 2.66%.
(2)
Issued in December 2014, effective interest rates of the 2019, 2021, 2024, 2034, and 2044 Notes were 2.73%, 3.43%, 3.90%, 4.92%, and 5.11%.
(3)
Issued in August 2017, effective interest rates of the 2020, 2023, 2024, 2027, 2037, 2047, and 2057 Notes were 2.16%, 2.56%, 2.95%, 3.25%, 3.94%, 4.13%, and 4.33%.
(4)
Consists of $872 million of 2025 Notes issued in December 2017 in exchange for notes assumed in connection with the acquisition of Whole Foods Market and $128 million of 2025 Notes issued by Whole Foods Market that did not participate in our December 2017 exchange offer. The effective interest rate of the 2025 Notes was 3.02%.
Future Principal Payments for Debt
As of December 31, 2018, future principal payments for our total debt were as follows (in millions):
 
Year Ended December 31,
2019
$
1,371

2020
1,298

2021
1,016

2022
1,266

2023
1,014

Thereafter
19,000

 
$
24,965

v3.10.0.1
Other Long-Term Liabilities (Tables)
12 Months Ended
Dec. 31, 2018
Other Liabilities Disclosure [Abstract]  
Summary of Other Long-term Liabilities
Our other long-term liabilities are summarized as follows (in millions):
 
December 31,
 
2017
 
2018
Long-term capital lease obligations
$
8,438

 
$
9,650

Long-term finance lease obligations
4,745

 
6,642

Construction liabilities
1,350

 
2,516

Tax contingencies
1,004

 
896

Long-term deferred tax liabilities
990

 
1,490

Other
4,448

 
6,019

Total other long-term liabilities
$
20,975

 
$
27,213

Schedule of Long-term Capital Lease Obligations
Long-term capital lease obligations are as follows (in millions):
 
December 31, 2018
Gross capital lease obligations
$
17,952

Less imputed interest
(582
)
Present value of net minimum lease payments
17,370

Less current portion of capital lease obligations
(7,720
)
Total long-term capital lease obligations
$
9,650

Schedule of Long-term Finance Lease Obligations
Long-term finance lease obligations are as follows (in millions):
 
December 31, 2018
Gross finance lease obligations
$
8,376

Less imputed interest
(1,323
)
Present value of net minimum lease payments
7,053

Less current portion of finance lease obligations
(411
)
Total long-term finance lease obligations
$
6,642

v3.10.0.1
Commitments and Contingencies (Tables)
12 Months Ended
Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]  
Principal Contractual Commitments, Excluding Open Orders for Purchases
The following summarizes our principal contractual commitments, excluding open orders for purchases that support normal operations and are generally cancellable, as of December 31, 2018 (in millions):
 
Year Ended December 31,
 
 
 
 
 
2019
 
2020
 
2021
 
2022
 
2023
 
Thereafter
 
Total
Debt principal and interest
$
2,277

 
$
2,161

 
$
1,861

 
$
2,078

 
$
1,781

 
$
30,013

 
$
40,171

Capital lease obligations, including interest (1)
7,807

 
5,742

 
2,725

 
704

 
473

 
501

 
17,952

Finance lease obligations, including interest (2)
628

 
640

 
652

 
664

 
675

 
5,117

 
8,376

Operating leases
3,127

 
3,070

 
2,775

 
2,473

 
2,195

 
13,026

 
26,666

Unconditional purchase obligations (3)
3,523

 
4,103

 
3,291

 
3,098

 
2,974

 
5,204

 
22,193

Other commitments (4) (5)
2,618

 
1,455

 
1,056

 
843

 
808

 
8,875

 
15,655

Total commitments
$
19,980

 
$
17,171

 
$
12,360

 
$
9,860

 
$
8,906

 
$
62,736

 
$
131,013

___________________
(1)
Excluding interest, current capital lease obligations of $5.8 billion and $7.7 billion are recorded within “Accrued expenses and other” as of December 31, 2017 and 2018, and $8.4 billion and $9.6 billion are recorded within “Other long-term liabilities” as of December 31, 2017 and 2018.
(2)
Excluding interest, current finance lease obligations of $282 million and $411 million are recorded within “Accrued expenses and other” as of December 31, 2017 and 2018, and $4.7 billion and $6.6 billion are recorded within “Other long-term liabilities” as of December 31, 2017 and 2018.
(3)
Includes unconditional purchase obligations related to certain products offered in our Whole Foods Market stores and long-term agreements to acquire and license digital media content that are not reflected on the consolidated balance sheets. For those digital media content agreements with variable terms, we do not estimate the total obligation beyond any minimum quantities and/or pricing as of the reporting date. Purchase obligations associated with renewal provisions solely at the option of the content provider are included to the extent such commitments are fixed or a minimum amount is specified.
(4)
Includes the estimated timing and amounts of payments for rent and tenant improvements associated with build-to-suit lease arrangements and equipment lease arrangements that have not been placed in service and digital media content liabilities associated with long-term digital media content assets with initial terms greater than one year.
(5)
Excludes approximately $3.4 billion of accrued tax contingencies for which we cannot make a reasonably reliable estimate of the amount and period of payment, if any.
v3.10.0.1
Stockholders' Equity (Tables)
12 Months Ended
Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock-Based Compensation Expense
Stock-based compensation expense is as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
Cost of sales
$
16

 
$
47

 
$
73

Fulfillment
657

 
911

 
1,121

Marketing
323

 
511

 
769

Technology and content
1,664

 
2,305

 
2,888

General and administrative
315

 
441

 
567

Total stock-based compensation expense (1)
$
2,975

 
$
4,215

 
$
5,418


___________________
(1)
The related tax benefits were $907 million, $860 million, and $1.1 billion for 2016, 2017, and 2018. In 2017 and 2018, the tax benefit reflects the permanent reduction in the U.S. statutory corporate tax rate from 35% to 21%.
Summary of Restricted Stock Unit Activity
The following table summarizes our restricted stock unit activity (in millions):
 
Number of Units
 
Weighted Average
Grant-Date
Fair Value
Outstanding as of January 1, 2016
18.9

 
$
362

Units granted
9.3

 
660

Units vested
(6.1
)
 
321

Units forfeited
(2.3
)
 
440

Outstanding as of December 31, 2016
19.8

 
506

Units granted
8.9

 
946

Units vested
(6.8
)
 
400

Units forfeited
(1.8
)
 
649

Outstanding as of December 31, 2017
20.1

 
725

Units granted
5.0

 
1,522

Units vested
(7.1
)
 
578

Units forfeited
(2.1
)
 
862

Outstanding as of December 31, 2018
15.9

 
$
1,024

Scheduled Vesting of Outstanding Restricted Stock Units
Scheduled vesting for outstanding restricted stock units as of December 31, 2018, is as follows (in millions):
 
Year Ended  
 
 
 
 
 
2019
 
2020
 
2021
 
2022
 
2023
 
Thereafter
 
Total
Scheduled vesting — restricted stock units
6.9

 
5.6

 
2.4

 
0.8

 
0.1

 
0.1

 
15.9

v3.10.0.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2018
Income Tax Disclosure [Abstract]  
Components of Provision for Income Taxes, Net
The components of the provision for income taxes, net are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
Current taxes:
 
 
 
 
 
U.S. Federal
$
1,136

 
$
(137
)
 
$
(129
)
U.S. State
208

 
211

 
322

International
327

 
724

 
563

Current taxes
1,671

 
798

 
756

Deferred taxes:
 
 
 
 
 
U.S. Federal
116

 
(202
)
 
565

U.S. State
(31
)
 
(26
)
 
5

International
(331
)
 
199

 
(129
)
Deferred taxes
(246
)
 
(29
)
 
441

Provision for income taxes, net
$
1,425

 
$
769

 
$
1,197

Components of Income Before Income Taxes, Domestic and Foreign
U.S. and international components of income before income taxes are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
U.S.
$
4,551

 
$
5,630

 
$
11,157

International
(659
)
 
(1,824
)
 
104

Income before income taxes
$
3,892

 
$
3,806

 
$
11,261

Effective Income Tax Rate Reconciliation
The items accounting for differences between income taxes computed at the federal statutory rate and the provision recorded for income taxes are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
Income taxes computed at the federal statutory rate (1)
$
1,362

 
$
1,332

 
$
2,365

Effect of:
 
 
 
 
 
Tax impact of foreign earnings
(69
)
 
1,178

 
119

State taxes, net of federal benefits
110

 
114

 
263

Tax credits
(119
)
 
(220
)
 
(419
)
Stock-based compensation (2)
189

 
(917
)
 
(1,086
)
Domestic production activities deduction
(94
)
 

 

2017 Impact of U.S. Tax Act

 
(789
)
 
(157
)
Other, net
46

 
71

 
112

Total
$
1,425

 
$
769

 
$
1,197


___________________
(1)
The U.S. Tax Act reduced the U.S. federal statutory rate from 35% to 21% beginning in 2018.
(2)
Includes non-deductible stock-based compensation and beginning in 2017, excess tax benefits from stock-based compensation. For 2017 and 2018, our tax provision includes $1.3 billion and $1.6 billion of excess tax benefits from stock-based compensation.
Deferred Tax Assets and Liabilities
Deferred income tax assets and liabilities are as follows (in millions):
 
December 31,
 
2017
 
2018
Deferred tax assets (1):
 
 
 
Loss carryforwards U.S. - Federal/States
$
211

 
$
222

Loss carryforwards - Foreign
2,149

 
2,551

Accrued liabilities, reserves, and other expenses
901

 
1,064

Stock-based compensation
1,026

 
1,293

Deferred revenue
349

 
321

Assets held for investment
35

 
69

Depreciation and amortization
279

 
2,386

Other items
167

 
94

Tax credits
381

 
734

Total gross deferred tax assets
5,498

 
8,734

Less valuation allowance (2)
(2,538
)
 
(4,950
)
Deferred tax assets, net of valuation allowance
2,960

 
3,784

Deferred tax liabilities:
 
 
 
Depreciation and amortization
(2,568
)
 
(3,579
)
Acquisition related intangible assets
(531
)
 
(682
)
Other items
(58
)
 
(67
)
Net deferred tax assets (liabilities), net of valuation allowance
$
(197
)
 
$
(544
)
 ___________________
(1)
Deferred tax assets are presented net of tax contingencies.
(2)
Relates primarily to deferred tax assets that would only be realizable upon the generation of net income in certain foreign taxing jurisdictions and future capital gains.
Reconciliation of Tax Contingencies
The reconciliation of our tax contingencies is as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
Gross tax contingencies – January 1
$
1,181

 
$
1,710

 
$
2,309

Gross increases to tax positions in prior periods
355

 
223

 
164

Gross decreases to tax positions in prior periods
(133
)
 
(139
)
 
(90
)
Gross increases to current period tax positions
308

 
518

 
1,088

Settlements with tax authorities

 

 
(36
)
Lapse of statute of limitations
(1
)
 
(3
)
 
(21
)
Gross tax contingencies – December 31 (1)
$
1,710

 
$
2,309

 
$
3,414

 ___________________
(1)
As of December 31, 2018, we had approximately $3.4 billion of accrued tax contingencies, of which $1.7 billion, if fully recognized, would decrease our effective tax rate.
v3.10.0.1
Segment Information (Tables)
12 Months Ended
Dec. 31, 2018
Segment Reporting [Abstract]  
Information on Reportable Segments and Reconciliation to Consolidated Net Income (Loss)
Information on reportable segments and reconciliation to consolidated net income (loss) is as follows (in millions):
  
Year Ended December 31,
 
2016
 
2017
 
2018
North America
 
 
 
 
 
Net sales
$
79,785

 
$
106,110

 
$
141,366

Operating expenses
77,424

 
103,273

 
134,099

Operating income
$
2,361

 
$
2,837

 
$
7,267

International
 
 
 
 
 
Net sales
$
43,983

 
$
54,297

 
$
65,866

Operating expenses
45,266

 
57,359

 
68,008

Operating income (loss)
$
(1,283
)
 
$
(3,062
)
 
$
(2,142
)
AWS
 
 
 
 
 
Net sales
$
12,219

 
$
17,459

 
$
25,655

Operating expenses
9,111

 
13,128

 
18,359

Operating income
$
3,108

 
$
4,331

 
$
7,296

Consolidated
 
 
 
 
 
Net sales
$
135,987

 
$
177,866

 
$
232,887

Operating expenses
131,801

 
173,760

 
220,466

Operating income
4,186

 
4,106

 
12,421

Total non-operating income (expense)
(294
)
 
(300
)
 
(1,160
)
Provision for income taxes
(1,425
)
 
(769
)
 
(1,197
)
Equity-method investment activity, net of tax
(96
)
 
(4
)
 
9

Net income
$
2,371

 
$
3,033

 
$
10,073


Disaggregation of Revenue
Net sales by groups of similar products and services, which also have similar economic characteristics, is as follows (in millions):
  
Year Ended December 31,
 
2016
 
2017
 
2018
Net Sales:
 
 
 
 
 
Online stores (1)
$
91,431

 
$
108,354

 
$
122,987

Physical stores (2)

 
5,798

 
17,224

Third-party seller services (3)
22,993

 
31,881

 
42,745

Subscription services (4)
6,394

 
9,721

 
14,168

AWS
12,219

 
17,459

 
25,655

Other (5)
2,950

 
4,653

 
10,108

Consolidated
$
135,987

 
$
177,866

 
$
232,887

___________________
(1)
Includes product sales and digital media content where we record revenue gross. We leverage our retail infrastructure to offer a wide selection of consumable and durable goods that includes media products available in both a physical and digital format, such as books, music, videos, games, and software. These product sales include digital products sold on a transactional basis. Digital product subscriptions that provide unlimited viewing or usage rights are included in Subscription services.
(2)
Includes product sales where our customers physically select items in a store.
(3)
Includes commissions and any related fulfillment and shipping fees, and other third-party seller services.
(4)
Includes annual and monthly fees associated with Amazon Prime memberships, as well as audiobook, digital video, e-book, digital music, and other non-AWS subscription services.
(5)
Primarily includes sales of advertising services, as well as sales related to our other service offerings.
Net Sales Attributed to Countries that Represent a Significant Portion of Consolidated Net Sales
Net sales attributed to countries that represent a significant portion of consolidated net sales are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
United States
$
90,349

 
$
120,486

 
$
160,146

Germany
14,148

 
16,951

 
19,881

United Kingdom
9,547

 
11,372

 
14,524

Japan
10,797

 
11,907

 
13,829

Rest of world
11,146

 
17,150

 
24,507

Consolidated
$
135,987

 
$
177,866

 
$
232,887

Reconciliation of Assets from Segment to Consolidated
Total segment assets reconciled to consolidated amounts are as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
North America (1)
$
22,225

 
$
35,844

 
$
47,251

International (1)
10,429

 
18,014

 
19,923

AWS (2)
12,698

 
18,660

 
26,340

Corporate
38,050

 
58,792

 
69,134

Consolidated
$
83,402

 
$
131,310

 
$
162,648

___________________
(1)
North America and International segment assets primarily consist of property and equipment, inventory, and accounts receivable.
(2)
AWS segment assets primarily consist of property and equipment and accounts receivable.
Reconciliation of Property and Equipment from Segments to Consolidated
Property and equipment, net by segment is as follows (in millions):
 
December 31,
 
2016
 
2017
 
2018
North America
$
10,143

 
$
20,401

 
$
27,052

International
3,448

 
7,425

 
8,552

AWS
10,300

 
14,885

 
18,851

Corporate
5,223

 
6,155

 
7,342

Consolidated
$
29,114

 
$
48,866

 
$
61,797

Reconciliation of Property and Equipment Additions and Depreciation from Segments to Consolidated
Total net additions to property and equipment by segment are as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
North America (1)
$
5,132

 
$
13,200

 
$
10,749

International (1)
1,680

 
5,196

 
2,476

AWS (2)
5,193

 
9,190

 
9,783

Corporate
1,580

 
2,197

 
2,060

Consolidated
$
13,585

 
$
29,783

 
$
25,068

___________________
(1)
Includes property and equipment added under capital leases of $1.5 billion, $2.9 billion, and $2.0 billion in 2016, 2017, and 2018, and under other financing arrangements of $849 million, $2.9 billion, and $3.0 billion in 2016, 2017, and 2018.
(2)
Includes property and equipment added under capital leases of $4.0 billion, $7.3 billion, and $8.4 billion in 2016, 2017, and 2018, and under finance leases of $75 million, $134 million, and $245 million in 2016, 2017, and 2018.
Total depreciation expense, by segment, is as follows (in millions):
 
Year Ended December 31,
 
2016
 
2017
 
2018
North America
$
1,971

 
$
3,029

 
$
4,415

International
930

 
1,278

 
1,628

AWS
3,461

 
4,524

 
6,095

Consolidated
$
6,362

 
$
8,831

 
$
12,138

v3.10.0.1
Quarterly Results (Unaudited) (Tables)
12 Months Ended
Dec. 31, 2018
Quarterly Financial Information Disclosure [Abstract]  
Quarterly Financial Information
Unaudited quarterly results are as follows (in millions, except per share data):
 
 
Year Ended December 31, 2017 (1)
 
 
First
Quarter
 
Second
Quarter
 
Third
Quarter (2)
 
Fourth
Quarter (2)
Net sales
 
$
35,714

 
$
37,955

 
$
43,744

 
$
60,453

Operating income
 
1,005

 
628

 
347

 
2,127

Income before income taxes
 
953

 
666

 
316

 
1,872

Provision for income taxes
 
(229
)
 
(467
)
 
(58
)
 
(16
)
Net income
 
724

 
197

 
256

 
1,856

Basic earnings per share
 
1.52

 
0.41

 
0.53

 
3.85

Diluted earnings per share
 
1.48

 
0.40

 
0.52

 
3.75

Shares used in computation of earnings per share:
 
 
 
 
 
 
 
 
Basic
 
477

 
479

 
481

 
483

Diluted
 
490

 
492

 
494

 
496

 
 
Year Ended December 31, 2018 (1)
 
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Net sales
 
$
51,042

 
$
52,886

 
$
56,576

 
$
72,383

Operating income
 
1,927

 
2,983

 
3,724

 
3,786

Income before income taxes
 
1,916

 
2,605

 
3,390

 
3,350

Provision for income taxes
 
(287
)
 
(74
)
 
(508
)
 
(327
)
Net income
 
1,629

 
2,534

 
2,883

 
3,027

Basic earnings per share
 
3.36

 
5.21

 
5.91

 
6.18

Diluted earnings per share
 
3.27

 
5.07

 
5.75

 
6.04

Shares used in computation of earnings per share:
 
 
 
 
 
 
 
 
Basic
 
484

 
486

 
488

 
490

Diluted
 
498

 
500

 
501

 
501

 ___________________
(1)
The sum of quarterly amounts, including per share amounts, may not equal amounts reported for year-to-date periods. This is due to the effects of rounding and changes in the number of weighted-average shares outstanding for each period.
(2)
We acquired Whole Foods Market on August 28, 2017. The results of Whole Foods Market have been included in our results of operation from the date of acquisition. See Item 8 of Part II, “Financial Statements and Supplementary Data — Note 4 — Acquisitions, Goodwill, and Acquired Intangible Assets” for additional information regarding this transaction.

v3.10.0.1
Description of Business and Accounting Policies - Description of Business (Details)
12 Months Ended
Dec. 31, 2018
segment
Accounting Policies [Abstract]  
Number of operating segments 3
v3.10.0.1
Description of Business and Accounting Policies - Calculation of Diluted Shares (Details) - shares
shares in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Accounting Policies [Abstract]                      
Shares used in computation of basic earnings per share 490 488 486 484 483 481 479 477 487 480 474
Total dilutive effect of outstanding stock awards                 13 13 10
Shares used in computation of diluted earnings per share 501 501 500 498 496 494 492 490 500 493 484
v3.10.0.1
Description of Business and Accounting Policies - Revenue (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Accounting Policies [Abstract]      
Contract with Customer, Refund Liability $ 623 $ 468 $ 567
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]      
Contract with Customer, Right to Recover Product 519 406 411
Sales Returns and Allowances [Member]      
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]      
Additions to allowance for returns 2,300 1,800 1,500
Deductions to allowance for returns $ 2,300 $ 1,900 $ 1,500
v3.10.0.1
Description of Business and Accounting Policies - Marketing (Details) - USD ($)
$ in Billions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Accounting Policies [Abstract]      
Advertising Expense $ 8.2 $ 6.3 $ 5.0
v3.10.0.1
Description of Business and Accounting Policies - Other Income (Expense), Net (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Accounting Policies [Abstract]      
Foreign currency gains (losses) $ (206) $ 247 $ 21
Derivative [Line Items]      
Equity Securities Gains 145 18 1
Equity Warrant      
Derivative [Line Items]      
Derivative gains (losses) $ (131) $ 109 $ 67
v3.10.0.1
Description of Business and Accounting Policies - Fair Value of Financial Instruments (Details) - Equity Warrant - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Derivative gains (losses) $ (131) $ 109 $ 67
Fair Value, Inputs, Level 2 [Member]      
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Fair value of warrants $ 440 $ 441  
v3.10.0.1
Description of Business and Accounting Policies - Accounts Receivable, Net and Other (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Accounts, Notes, Loans and Financing Receivable [Line Items]      
Accounts receivable, net and other $ 16,677 $ 13,164  
Allowance for doubtful accounts 495 348 $ 237
Additions to allowance for doubtful accounts 878 626 451
Deductions to allowance for doubtful accounts 731 515 $ 403
Customer receivables      
Accounts, Notes, Loans and Financing Receivable [Line Items]      
Accounts receivable, net and other 9,400 6,400  
Vendor receivables      
Accounts, Notes, Loans and Financing Receivable [Line Items]      
Accounts receivable, net and other 3,200 2,600  
Loans Receivable      
Accounts, Notes, Loans and Financing Receivable [Line Items]      
Accounts receivable, net and other $ 710 $ 692  
v3.10.0.1
Description of Business and Accounting Policies - Property and Equipment, Net (Details)
12 Months Ended
Dec. 31, 2018
Building  
Property, Plant and Equipment [Line Items]  
Estimated useful lives of assets 40 years
Servers  
Property, Plant and Equipment [Line Items]  
Estimated useful lives of assets 3 years
Networking Equipment  
Property, Plant and Equipment [Line Items]  
Estimated useful lives of assets 5 years
Heavy Equipment  
Property, Plant and Equipment [Line Items]  
Estimated useful lives of assets 10 years
Minimum | Other Fulfillment Equipment  
Property, Plant and Equipment [Line Items]  
Estimated useful lives of assets 3 years
Maximum | Other Fulfillment Equipment  
Property, Plant and Equipment [Line Items]  
Estimated useful lives of assets 7 years
v3.10.0.1
Description of Business and Accounting Policies - Goodwill (Details)
Apr. 01, 2018
USD ($)
Accounting Policies [Abstract]  
Goodwill impairment $ 0
v3.10.0.1
Description of Business and Accounting Policies - Video and Music Content (Details) - Digital Video and Music Content
12 Months Ended
Dec. 31, 2018
Minimum  
Other Assets [Line Items]  
Video and music content amortization period 1 year
Maximum  
Other Assets [Line Items]  
Video and music content amortization period 5 years
v3.10.0.1
Description of Business and Accounting Policies - Accrued Expenses and Other (Details) - USD ($)
$ in Billions
Dec. 31, 2018
Dec. 31, 2017
Accounting Policies [Abstract]    
Payroll-related liabilities $ 3.4 $ 2.9
Unredeemed gift certificates $ 2.8 $ 3.0
v3.10.0.1
Description of Business and Accounting Policies - Unearned Revenue (Details) - USD ($)
$ in Billions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Accounting Policies [Abstract]    
Contract with Customer, Liability   $ 6.1
Contract with Customer, Liability, Revenue Recognized $ 5.3  
Contract with Customer, Liability, Noncurrent 1.4 $ 1.0
Revenue, Remaining Performance Obligation, Amount $ 19.3  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 3 years 4 months  
v3.10.0.1
Description of Business and Accounting Policies - Foreign Currency (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Accounting Policies [Abstract]      
Transaction gain (loss) arising from intercompany foreign currency transactions $ (186) $ 202 $ 62
v3.10.0.1
Description of Business and Accounting Policies - Accounting Pronouncements Recently Adopted (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Mar. 31, 2018
Jan. 01, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]          
Net cash provided by (used in) operating activities $ 30,723 $ 18,365 $ 17,203    
Net Cash Provided by (Used in) Investing Activities (12,369) (27,084) (9,516)    
Net cash provided by (used in) financing activities (7,686) 9,928 (3,716)    
Net change in cash, cash equivalents, and restricted cash   1,209 3,971    
Accounting Standards Update 2014-09          
New Accounting Pronouncements or Change in Accounting Principle [Line Items]          
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets         $ 650
Accounting Standards Update 2016-16          
New Accounting Pronouncements or Change in Accounting Principle [Line Items]          
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets       $ 250  
Previously Reported [Member]          
New Accounting Pronouncements or Change in Accounting Principle [Line Items]          
Net cash provided by (used in) operating activities   18,434 17,272    
Net Cash Provided by (Used in) Investing Activities   (27,819) (9,876)    
Net cash provided by (used in) financing activities   9,860 (3,740)    
Net change in cash, cash equivalents, and restricted cash   475 3,656    
Restatement Adjustment [Member] | Accounting Standards Update 2016-18          
New Accounting Pronouncements or Change in Accounting Principle [Line Items]          
Net cash provided by (used in) operating activities   (69) (69)    
Net Cash Provided by (Used in) Investing Activities   735 360    
Net cash provided by (used in) financing activities   68 24    
Net change in cash, cash equivalents, and restricted cash   $ 734 $ 315    
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Service, Subscription [Member]          
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]          
Net Sales 3,800        
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Product, Subscription [Member]          
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]          
Net Sales (3,800)        
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Service, Other [Member]          
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]          
Net Sales $ 3,000        
v3.10.0.1
Description of Business and Accounting Policies - Accounting Pronouncements Not Yet Adopted (Details) - USD ($)
$ in Billions
Jan. 01, 2019
Dec. 31, 2018
Dec. 31, 2017
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Finance Lease Reclassification   $ 7.5 $ 5.4
Accounting Standards Update 2016-02 [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating Lease, Right-of-Use Asset $ 21.0    
Finance Lease Reclassification 1.2    
Operating Lease, Liability (21.0)    
Derecognition of Build-to-suit assets 1.5    
Derecognition of Build-to-suit liabilities $ 1.5    
v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities - Fair Values on Recurring Basis (Details) - Recurring - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Schedule of Investments [Line Items]    
Cash $ 10,406 $ 9,982
Cost or Amortized Cost    
Cash, cash equivalents and short-term investments 41,573 32,324
Gross Unrealized Gains    
Short-term investments 150 32
Gross Unrealized Losses    
Cash equivalents and marketable securities (47) (35)
Total Estimated Fair Value    
Cash, cash equivalents and short-term investments 41,676 32,321
Less: Restricted cash, cash equivalents, and marketable securities (426) (1,335)
Total cash, cash equivalents, and marketable securities 41,250 30,986
Level 1 securities    
Cost or Amortized Cost    
Equity securities 29 23
Gross Unrealized Gains    
Equity securities 143 30
Gross Unrealized Losses    
Equity securities (2) 0
Total Estimated Fair Value    
Equity securities 170 53
Level 1 securities | Money market funds    
Schedule of Investments [Line Items]    
Money market funds 12,515 11,343
Level 2 securities    
Cost or Amortized Cost    
Equity securities 28  
Gross Unrealized Gains    
Equity securities 5  
Gross Unrealized Losses    
Equity securities 0  
Total Estimated Fair Value    
Equity securities 33  
Level 2 securities | Foreign government and agency securities    
Cost or Amortized Cost    
Cash equivalents and marketable securities 815 620
Gross Unrealized Gains    
Cash equivalents and marketable securities 0 0
Gross Unrealized Losses    
Cash equivalents and marketable securities 0 0
Total Estimated Fair Value    
Cash equivalents and marketable securities 815 620
Level 2 securities | U.S. government and agency securities    
Cost or Amortized Cost    
Cash equivalents and marketable securities 11,686 4,841
Gross Unrealized Gains    
Cash equivalents and marketable securities 1 1
Gross Unrealized Losses    
Cash equivalents and marketable securities (20) (19)
Total Estimated Fair Value    
Cash equivalents and marketable securities 11,667 4,823
Level 2 securities | Corporate debt securities    
Cost or Amortized Cost    
Cash equivalents and marketable securities 5,008 4,265
Gross Unrealized Gains    
Cash equivalents and marketable securities 1 1
Gross Unrealized Losses    
Cash equivalents and marketable securities (19) (9)
Total Estimated Fair Value    
Cash equivalents and marketable securities 4,990 4,257
Level 2 securities | Asset-backed securities    
Cost or Amortized Cost    
Cash equivalents and marketable securities 896 910
Gross Unrealized Gains    
Cash equivalents and marketable securities 0 0
Gross Unrealized Losses    
Cash equivalents and marketable securities (4) (5)
Total Estimated Fair Value    
Cash equivalents and marketable securities 892 905
Level 2 securities | Other fixed income securities    
Cost or Amortized Cost    
Cash equivalents and marketable securities 190 340
Gross Unrealized Gains    
Cash equivalents and marketable securities 0 0
Gross Unrealized Losses    
Cash equivalents and marketable securities (2) (2)
Total Estimated Fair Value    
Cash equivalents and marketable securities $ 188 $ 338
v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities - Gross Gains and Gross Losses Realized on Sales of Available-For-Sale Marketable Securities (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Debt Securities, Available-for-sale, Realized Gain (Loss) [Abstract]      
Realized gains $ 2 $ 5 $ 3
Realized losses $ 9 $ 11 $ 11
v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities - Contractual Maturities (Details)
$ in Millions
Dec. 31, 2018
USD ($)
Amortized Cost  
Due within one year $ 27,520
Due after one year through five years 2,865
Due after five years through ten years 187
Due after ten years 538
Cash Equivalents and Marketable Fixed Income Securities, Cost 31,110
Estimated Fair Value  
Due within one year 27,508
Due after one year through five years 2,845
Due after five years through ten years 185
Due after ten years 529
Cash Equivalents and Marketable Fixed Income Securities, Fair Value $ 31,067
v3.10.0.1
Cash, Cash Equivalents, and Marketable Securities - Reconciliation to Cash Flow (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Reconciliation to Cash Flow [Abstract]        
Cash and Cash Equivalents $ 31,750 $ 20,522    
Restricted cash included in accounts receivable, net and other 418 1,329    
Restricted cash included in other assets 5 5    
Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows $ 32,173 $ 21,856 $ 19,934 $ 16,175
v3.10.0.1
Property and Equipment - Components (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Property, Plant and Equipment [Line Items]      
Gross property and equipment $ 95,770 $ 72,656  
Total accumulated depreciation 33,973 23,790  
Total property and equipment, net 61,797 48,866 $ 29,114
Land and buildings      
Property, Plant and Equipment [Line Items]      
Gross property and equipment 31,741 23,896  
Equipment      
Property, Plant and Equipment [Line Items]      
Gross property and equipment 54,591 42,244  
Other assets      
Property, Plant and Equipment [Line Items]      
Gross property and equipment 2,577 2,438  
Construction in progress      
Property, Plant and Equipment [Line Items]      
Gross property and equipment $ 6,861 $ 4,078  
v3.10.0.1
Property and Equipment - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Property, Plant and Equipment [Abstract]      
Depreciation expense $ 12,138 $ 8,831 $ 6,362
Amortization of property and equipment acquired under capital leases 7,300 5,400 $ 3,800
Gross assets under capital leases 36,100 26,400  
Accumulated depreciation associated with capital leases 19,800 13,400  
Gross assets under finance leases 7,500 5,400  
Accumulated depreciation associated with finance leases $ 1,100 $ 635  
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Sep. 11, 2018
Apr. 12, 2018
Aug. 28, 2017
May 12, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Business Acquisition [Line Items]              
Acquisitions, net of cash acquired         $ 2,186 $ 13,972 $ 116
Other Acquisitions              
Business Acquisition [Line Items]              
Aggregate purchase price         $ 57 $ 204 $ 103
Souq              
Business Acquisition [Line Items]              
Acquisitions, net of cash acquired       $ 583      
Whole Foods Market              
Business Acquisition [Line Items]              
Acquisitions, net of cash acquired     $ 13,200        
Ring Inc.              
Business Acquisition [Line Items]              
Acquisitions, net of cash acquired   $ 839          
PillPack, Inc.              
Business Acquisition [Line Items]              
Acquisitions, net of cash acquired $ 753            
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets - Allocation of Aggregate Purchase Price of Acquisitions (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Purchase Price      
Cash paid, net of cash acquired $ 2,186 $ 13,972 $ 116
Allocation      
Goodwill $ 14,548 13,350 3,784
Acquired intangibles weighted average amortization period 15 years 5 months    
Minimum      
Allocation      
Intangible assets, estimated useful life 1 year    
Maximum      
Allocation      
Intangible assets, estimated useful life 25 years    
Marketing-related      
Allocation      
Acquired intangibles weighted average amortization period 21 years 2 months    
Contract-based      
Allocation      
Acquired intangibles weighted average amortization period 12 years 4 months    
Technology-based      
Allocation      
Acquired intangibles weighted average amortization period 4 years 7 months    
Customer-related      
Allocation      
Acquired intangibles weighted average amortization period 4 years 5 months    
2016 Acquisitions      
Purchase Price      
Cash paid, net of cash acquired     81
Indemnification holdback     22
Aggregate purchase price     103
Allocation      
Goodwill     60
Intangible assets     57
Property and equipment     3
Deferred tax assets     17
Other assets acquired     10
Long-term debt     (5)
Deferred tax liabilities     (18)
Other liabilities assumed     (21)
Allocated purchase price     $ 103
Acquired intangibles weighted average amortization period     5 years
2016 Acquisitions | Minimum      
Allocation      
Intangible assets, estimated useful life     1 year
2016 Acquisitions | Maximum      
Allocation      
Intangible assets, estimated useful life     7 years
2016 Acquisitions | Marketing-related      
Allocation      
Intangible assets     $ 2
2016 Acquisitions | Contract-based      
Allocation      
Intangible assets     1
2016 Acquisitions | Technology-based      
Allocation      
Intangible assets     53
2016 Acquisitions | Customer-related      
Allocation      
Intangible assets     $ 1
2017 Acquisitions      
Purchase Price      
Cash paid, net of cash acquired   13,859  
Indemnification holdback   104  
Aggregate purchase price   13,963  
Allocation      
Goodwill   9,501  
Intangible assets   2,647  
Property and equipment   3,810  
Deferred tax assets   117  
Other assets acquired   1,858  
Long-term debt   (1,165)  
Deferred tax liabilities   (961)  
Other liabilities assumed   (1,844)  
Allocated purchase price   $ 13,963  
Acquired intangibles weighted average amortization period   21 years  
2017 Acquisitions | Minimum      
Allocation      
Intangible assets, estimated useful life   1 year  
2017 Acquisitions | Maximum      
Allocation      
Intangible assets, estimated useful life   25 years  
2017 Acquisitions | Marketing-related      
Allocation      
Intangible assets   $ 1,987  
2017 Acquisitions | Contract-based      
Allocation      
Intangible assets   440  
2017 Acquisitions | Technology-based      
Allocation      
Intangible assets   166  
2017 Acquisitions | Customer-related      
Allocation      
Intangible assets   $ 54  
2018 Acquisitions      
Purchase Price      
Cash paid, net of cash acquired $ 1,618    
Indemnification holdback 31    
Aggregate purchase price 1,649    
Allocation      
Goodwill 1,228    
Intangible assets 677    
Property and equipment 11    
Deferred tax assets 174    
Other assets acquired 282    
Long-term debt (176)    
Deferred tax liabilities (159)    
Other liabilities assumed (388)    
Allocated purchase price $ 1,649    
Acquired intangibles weighted average amortization period 6 years    
2018 Acquisitions | Minimum      
Allocation      
Intangible assets, estimated useful life 2 years    
2018 Acquisitions | Maximum      
Allocation      
Intangible assets, estimated useful life 7 years    
2018 Acquisitions | Marketing-related      
Allocation      
Intangible assets $ 186    
2018 Acquisitions | Contract-based      
Allocation      
Intangible assets 13    
2018 Acquisitions | Technology-based      
Allocation      
Intangible assets 285    
2018 Acquisitions | Customer-related      
Allocation      
Intangible assets $ 193    
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets - Summary of Goodwill Activity by Segment (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Goodwill [Roll Forward]    
Goodwill, balance at beginning of period $ 13,350 $ 3,784
New acquisitions 1,228 9,501
Other adjustments (30) 65
Goodwill, balance at end of period 14,548 13,350
North America    
Goodwill [Roll Forward]    
Goodwill, balance at beginning of period 11,165 2,044
New acquisitions 1,031 9,115
Other adjustments (5) 6
Goodwill, balance at end of period 12,191 11,165
International    
Goodwill [Roll Forward]    
Goodwill, balance at beginning of period 1,108 694
New acquisitions 177 368
Other adjustments (15) 46
Goodwill, balance at end of period 1,270 1,108
AWS    
Goodwill [Roll Forward]    
Goodwill, balance at beginning of period 1,077 1,046
New acquisitions 20 18
Other adjustments (10) 13
Goodwill, balance at end of period $ 1,087 $ 1,077
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets - Acquired Intangible Assets (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Acquired Finite-Lived Intangible Assets [Line Items]      
Acquired Intangibles, Gross $ 5,350 $ 4,422  
Accumulated Amortization (1,240) (1,051)  
Acquired Intangibles, Net $ 4,110 3,371  
Weighted Average Life Remaining 15 years 5 months    
Amortization expense for acquired intangibles $ 475 366 $ 287
Minimum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible assets, estimated useful life 1 year    
Maximum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible assets, estimated useful life 25 years    
Marketing-related      
Acquired Finite-Lived Intangible Assets [Line Items]      
Acquired Intangibles, Gross $ 2,542 2,486  
Accumulated Amortization (431) (418)  
Acquired Intangibles, Net $ 2,111 2,068  
Weighted Average Life Remaining 21 years 2 months    
Contract-based      
Acquired Finite-Lived Intangible Assets [Line Items]      
Acquired Intangibles, Gross $ 1,430 1,013  
Accumulated Amortization (224) (213)  
Acquired Intangibles, Net $ 1,206 800  
Weighted Average Life Remaining 12 years 4 months    
Technology- and content-based      
Acquired Finite-Lived Intangible Assets [Line Items]      
Acquired Intangibles, Gross $ 941 640  
Accumulated Amortization (377) (252)  
Acquired Intangibles, Net $ 564 388  
Weighted Average Life Remaining 4 years 7 months    
Customer-related      
Acquired Finite-Lived Intangible Assets [Line Items]      
Acquired Intangibles, Gross $ 437 283  
Accumulated Amortization (208) (168)  
Acquired Intangibles, Net $ 229 $ 115  
Weighted Average Life Remaining 4 years 5 months    
v3.10.0.1
Acquisitions, Goodwill, and Acquired Intangible Assets - Expected Future Amortization Expense of Acquired Intangible Assets (Details)
$ in Millions
Dec. 31, 2018
USD ($)
Year Ended December 31,  
2019 $ 511
2020 412
2021 355
2022 323
2023 270
Thereafter 2,217
Acquired intangibles $ 4,088
v3.10.0.1
Long-Term Debt - Additional Information (Details)
1 Months Ended
Apr. 30, 2018
USD ($)
extension
Oct. 31, 2016
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Debt Instrument [Line Items]        
Borrowings outstanding     $ 24,965,000,000 $ 24,942,000,000
Commercial Paper [Member]        
Debt Instrument [Line Items]        
Credit term 397 days      
Commercial Paper, Maximum Borrowing Capacity $ 7,000,000,000      
Commercial Paper Borrowings     0  
Senior Notes        
Debt Instrument [Line Items]        
Borrowings outstanding     24,300,000,000  
Unamortized discount     101,000,000 99,000,000
Estimated fair value of notes     24,300,000,000 25,700,000,000
Senior Notes | 5.200% Notes due on December 3, 2025        
Debt Instrument [Line Items]        
Borrowings outstanding     1,000,000,000 1,000,000,000
Line of Credit and Other Long-term Debt        
Debt Instrument [Line Items]        
Borrowings outstanding     715,000,000 692,000,000
Credit Facility | Revolving Credit Facility        
Debt Instrument [Line Items]        
Borrowings outstanding     594,000,000 592,000,000
Credit Facility | October 2016 Revolving Credit Facility | Revolving Credit Facility        
Debt Instrument [Line Items]        
Maximum borrowing capacity   $ 500,000,000 620,000,000  
Credit term   3 years    
Commitment fee percentage   0.50%    
Borrowings outstanding     $ 594,000,000 $ 592,000,000
Weighted average interest rate     3.20% 2.70%
Collateral amount       $ 686,000,000
Credit Facility | October 2016 Revolving Credit Facility | Revolving Credit Facility | LIBOR        
Debt Instrument [Line Items]        
Basis spread on variable rate (as a percent)   1.65%    
Credit Facility | April 2018 Revolving Credit Facility | Revolving Credit Facility        
Debt Instrument [Line Items]        
Maximum borrowing capacity $ 7,000,000,000      
Credit term 3 years      
Commitment fee percentage 0.04%      
Borrowings outstanding     $ 0 0
Credit Agreement, number of extensions | extension 3      
Credit Agreement, additional term 1 year      
Credit Facility | April 2018 Revolving Credit Facility | Revolving Credit Facility | LIBOR        
Debt Instrument [Line Items]        
Basis spread on variable rate (as a percent) 0.50%      
Other Long-term Debt        
Debt Instrument [Line Items]        
Borrowings outstanding     $ 121,000,000 $ 100,000,000
Weighted average interest rate     6.00% 5.80%
Amazon.com, Inc. [Member] | 5.200% Notes due on December 3, 2025        
Debt Instrument [Line Items]        
Borrowings outstanding       $ 872,000,000
Whole Foods Market, Inc. [Member] | 5.200% Notes due on December 3, 2025        
Debt Instrument [Line Items]        
Borrowings outstanding       $ 128,000,000
v3.10.0.1
Long-Term Debt - Long-Term Debt Obligations (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Debt Instrument [Line Items]    
Total debt $ 24,965 $ 24,942
Less current portion of long-term debt (1,371) (100)
Face value of long-term debt 23,594 24,842
Senior Notes    
Debt Instrument [Line Items]    
Total debt $ 24,300  
Senior Notes | 2.600% Notes due on December 5, 2019    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 2.60%  
Total debt $ 1,000 1,000
Effective interest rate 2.73%  
Senior Notes | 1.900% Notes due on August 21, 2020    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 1.90%  
Total debt $ 1,000 1,000
Effective interest rate 2.16%  
Senior Notes | 3.300% Notes due on December 5, 2021    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 3.30%  
Total debt $ 1,000 1,000
Effective interest rate 3.43%  
Senior Notes | 2.500% Notes due on November 29, 2022    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 2.50%  
Total debt $ 1,250 1,250
Effective interest rate 2.66%  
Senior Notes | 2.400% Notes due on February 22, 2023    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 2.40%  
Total debt $ 1,000 1,000
Effective interest rate 2.56%  
Senior Notes | 2.800% Notes due on August 22, 2024    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 2.80%  
Total debt $ 2,000 2,000
Effective interest rate 2.95%  
Senior Notes | 3.800% Notes due on December 5, 2024    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 3.80%  
Total debt $ 1,250 1,250
Effective interest rate 3.90%  
Senior Notes | 5.200% Notes due on December 3, 2025    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 5.20%  
Total debt $ 1,000 1,000
Effective interest rate 3.02%  
Senior Notes | 3.150% Notes due on August 22, 2027    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 3.15%  
Total debt $ 3,500 3,500
Effective interest rate 3.25%  
Senior Notes | 4.800% Notes due on December 5, 2034    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 4.80%  
Total debt $ 1,250 1,250
Effective interest rate 4.92%  
Senior Notes | 3.875% Notes due on August 22, 2037    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 3.875%  
Total debt $ 2,750 2,750
Effective interest rate 3.94%  
Senior Notes | 4.950% Notes due on December 5, 2044    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 4.95%  
Total debt $ 1,500 1,500
Effective interest rate 5.11%  
Senior Notes | 4.050% Notes due on August 22, 2047    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 4.05%  
Total debt $ 3,500 3,500
Effective interest rate 4.13%  
Senior Notes | 4.250% Notes due on August 22, 2057    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 4.25%  
Total debt $ 2,250 2,250
Effective interest rate 4.33%  
Credit Facility | Revolving Credit Facility    
Debt Instrument [Line Items]    
Total debt $ 594 592
Other long-term debt    
Debt Instrument [Line Items]    
Total debt $ 121 100
Amazon.com, Inc. [Member] | 5.200% Notes due on December 3, 2025    
Debt Instrument [Line Items]    
Total debt   872
Whole Foods Market, Inc. [Member] | 5.200% Notes due on December 3, 2025    
Debt Instrument [Line Items]    
Total debt   $ 128
v3.10.0.1
Long-Term Debt - Future Principal Payment for Debt (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Year Ended December 31,    
2019 $ 1,371  
2020 1,298  
2021 1,016  
2022 1,266  
2023 1,014  
Thereafter 19,000  
Total debt $ 24,965 $ 24,942
v3.10.0.1
Other Long-Term Liabilities - Other Long Term Liabilities Summary (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Other Liabilities Disclosure [Abstract]    
Long-term capital lease obligations $ 9,650 $ 8,438
Long-term finance lease obligations 6,642 4,745
Construction liabilities 2,516 1,350
Tax contingencies 896 1,004
Long-term deferred tax liabilities 1,490 990
Other 6,019 4,448
Total other long-term liabilities $ 27,213 $ 20,975
v3.10.0.1
Other Long-Term Liabilities - Long Term Capital Lease Obligation (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Other Liabilities Disclosure [Abstract]    
Gross capital lease obligations $ 17,952  
Less imputed interest (582)  
Present value of net minimum lease payments 17,370  
Less current portion of capital lease obligations (7,720) $ (5,800)
Total long-term capital lease obligations $ 9,650 $ 8,438
v3.10.0.1
Other Long-Term Liabilities - Long Term Finance Lease Obligation (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Other Liabilities Disclosure [Abstract]    
Gross finance lease obligations $ 8,376  
Less imputed interest (1,323)  
Present value of net minimum lease payments 7,053  
Less current portion of finance lease obligations (411) $ (282)
Total long-term finance lease obligations $ 6,642 $ 4,745
v3.10.0.1
Commitments and Contingencies - Commitments (Details) - USD ($)
$ in Billions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]      
Rental expense under operating lease agreements $ 3.4 $ 2.2 $ 1.4
v3.10.0.1
Commitments and Contingencies - Principal Contractual Commitments Excluding Open Orders (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Debt principal and interest        
Year Ended December 31, 2019 $ 2,277      
Year Ended December 31, 2020 2,161      
Year Ended December 31, 2021 1,861      
Year Ended December 31, 2022 2,078      
Year Ended December 31, 2023 1,781      
Thereafter 30,013      
Total 40,171      
Capital lease obligations, including interest        
Year Ended December 31, 2019 7,807      
Year Ended December 31, 2020 5,742      
Year Ended December 31, 2021 2,725      
Year Ended December 31, 2022 704      
Year Ended December 31, 2023 473      
Thereafter 501      
Total 17,952      
Current capital lease obligations 7,720 $ 5,800    
Noncurrent capital lease obligations 9,650 8,438    
Finance lease obligations, including interest        
Year Ended December 31, 2019 628      
Year Ended December 31, 2020 640      
Year Ended December 31, 2021 652      
Year Ended December 31, 2022 664      
Year Ended December 31, 2023 675      
Thereafter 5,117      
Total 8,376      
Current finance lease obligations 411 282    
Noncurrent finance lease obligations 6,642 4,745    
Operating leases        
Year Ended December 31, 2019 3,127      
Year Ended December 31, 2020 3,070      
Year Ended December 31, 2021 2,775      
Year Ended December 31, 2022 2,473      
Year Ended December 31, 2023 2,195      
Thereafter 13,026      
Total 26,666      
Unconditional purchase obligations        
Year Ended December 31, 2019 3,523      
Year Ended December 31, 2020 4,103      
Year Ended December 31, 2021 3,291      
Year Ended December 31, 2022 3,098      
Year Ended December 31, 2023 2,974      
Thereafter 5,204      
Total 22,193      
Other commitments        
Year Ended December 31, 2019 2,618      
Year Ended December 31, 2020 1,455      
Year Ended December 31, 2021 1,056      
Year Ended December 31, 2022 843      
Year Ended December 31, 2023 808      
Thereafter 8,875      
Total 15,655      
Accrued tax contingencies 3,414 $ 2,309 $ 1,710 $ 1,181
Total commitments        
Year Ended December 31, 2019 19,980      
Year Ended December 31, 2020 17,171      
Year Ended December 31, 2021 12,360      
Year Ended December 31, 2022 9,860      
Year Ended December 31, 2023 8,906      
Thereafter 62,736      
Total $ 131,013      
v3.10.0.1
Commitments and Contingencies - Pledged Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]    
Pledged or restricted cash, cash equivalents, marketable securities, and other assets $ 575 $ 1,400
v3.10.0.1
Commitments and Contingencies - Legal Proceedings (Details) - Pending Litigation
$ in Millions
1 Months Ended
Oct. 31, 2013
claim
Feb. 28, 2017
USD ($)
Nationwide Breach of Contract and Unjust Enrichment Claims    
Loss Contingencies [Line Items]    
Number of claims filed | claim 1  
Legal Proceedings with Eolas Technologies, Inc. | Minimum    
Loss Contingencies [Line Items]    
Estimate of possible loss   $ 130
Legal Proceedings with Eolas Technologies, Inc. | Maximum    
Loss Contingencies [Line Items]    
Estimate of possible loss   $ 250
v3.10.0.1
Stockholders' Equity - Additional Information (Details) - USD ($)
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Feb. 29, 2016
Class of Stock [Line Items]        
Preferred stock, authorized shares 500,000,000 500,000,000    
Preferred stock, par value (in usd per share) $ 0.01 $ 0.01    
Preferred stock, outstanding shares 0 0    
Common shares outstanding plus underlying outstanding stock awards 507,000,000 504,000,000 497,000,000  
Stock Repurchased During Period, Value $ 0 $ 0 $ 0  
Net unrecognized compensation cost related to unvested stock-based compensation arrangements $ 6,600,000,000      
Compensation cost expected to be expensed in next twelve months, percentage 50.00%      
Net unrecognized compensation cost related to unvested stock-based compensation arrangements, weighted average recognition period (in years) 1 year 1 month      
Estimated forfeiture rate 27.00% 28.00% 28.00%  
Common stock available for future issuance to employees (in shares) 113,000,000      
Restricted Stock Units        
Class of Stock [Line Items]        
Fair value of units vested $ 11,400,000,000 $ 6,800,000,000 $ 4,300,000,000  
Minimum        
Class of Stock [Line Items]        
Award vesting period 2 years      
Maximum        
Class of Stock [Line Items]        
Award vesting period 5 years      
February 2016 Program        
Class of Stock [Line Items]        
Stock repurchase, authorized amount       $ 5,000,000,000
v3.10.0.1
Stockholders' Equity - Stock-based Compensation Expense (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation expense $ 5,418 $ 4,215 $ 2,975
Tax benefits from stock-based compensation expense 1,100 860 907
Cost of sales      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation expense 73 47 16
Fulfillment      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation expense 1,121 911 657
Marketing      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation expense 769 511 323
Technology and content      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation expense 2,888 2,305 1,664
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation expense $ 567 $ 441 $ 315
v3.10.0.1
Stockholders' Equity - Restricted Stock Unit Activity (Details) - Restricted Stock Units - $ / shares
shares in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Number of Units      
Beginning balance (in shares) 20.1 19.8 18.9
Units granted (in shares) 5.0 8.9 9.3
Units vested (in shares) (7.1) (6.8) (6.1)
Units forfeited (in shares) (2.1) (1.8) (2.3)
Ending balance (in shares) 15.9 20.1 19.8
Weighted Average Grant-Date Fair Value      
Beginning Balance $ 725 $ 506 $ 362
Units granted 1,522 946 660
Units vested 578 400 321
Units forfeited 862 649 440
Ending Balance $ 1,024 $ 725 $ 506
v3.10.0.1
Stockholders' Equity - Scheduled Vesting for Outstanding Restricted Stock Units (Details) - Restricted Stock Units - shares
shares in Millions
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Scheduled vesting — restricted stock units        
Year Ended December 31, 2019 6.9      
Year Ended December 31, 2020 5.6      
Year Ended December 31, 2021 2.4      
Year Ended December 31, 2022 0.8      
Year Ended December 31, 2023 0.1      
Thereafter 0.1      
Total 15.9 20.1 19.8 18.9
v3.10.0.1
Income Taxes - Additional Information (Details)
€ in Millions, $ in Millions
3 Months Ended 6 Months Ended 12 Months Ended
Oct. 04, 2017
EUR (€)
Dec. 31, 2018
USD ($)
Sep. 30, 2018
USD ($)
Jun. 30, 2018
USD ($)
Mar. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Sep. 30, 2017
USD ($)
Jun. 30, 2017
USD ($)
Mar. 31, 2017
USD ($)
Jun. 30, 2017
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Dec. 31, 2016
USD ($)
Income Tax Disclosure [Abstract]                          
Provision for income taxes, net   $ 327 $ 508 $ 74 $ 287 $ 16 $ 58 $ 467 $ 229   $ 1,197 $ 769 $ 1,425
Cash taxes paid, net of refunds                     1,184 957 412
Provisional tax benefit for impact of the Act                       789  
Income Taxes [Line Items]                          
Valuation allowance against the net deferred tax assets                   $ 600      
Tax credit carryforwards   1,700                 1,700    
Accrued interest and penalties, net of federal income tax benefit, related to tax contingencies   127       $ 107         127 107  
Interest and penalties, net of federal income tax benefit                     20 $ 40 $ 9
Federal                          
Income Taxes [Line Items]                          
Net operating loss carryforwards   627                 627    
Federal | IRS                          
Income Taxes [Line Items]                          
Tax examination, estimate of additional tax expense                     1,500    
Federal | Capital Loss Carryforward                          
Income Taxes [Line Items]                          
Tax credit carryforwards   261                 261    
Foreign                          
Income Taxes [Line Items]                          
Net operating loss carryforwards   7,800                 7,800    
Foreign | Luxembourg Tax Administration                          
Income Taxes [Line Items]                          
Tax examination, estimate of additional tax expense | € € 250                        
State                          
Income Taxes [Line Items]                          
Net operating loss carryforwards   $ 919                 $ 919    
v3.10.0.1
Income Taxes - Components of Provision for Income Taxes, Net (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Current taxes:                      
U.S. Federal                 $ (129) $ (137) $ 1,136
U.S. State                 322 211 208
International                 563 724 327
Current taxes                 756 798 1,671
Deferred taxes:                      
U.S. Federal                 565 (202) 116
U.S. State                 5 (26) (31)
International                 (129) 199 (331)
Deferred taxes                 441 (29) (246)
Provision for income taxes, net $ 327 $ 508 $ 74 $ 287 $ 16 $ 58 $ 467 $ 229 $ 1,197 $ 769 $ 1,425
v3.10.0.1
Income Taxes - U.S. and International Components of Income Before Income Taxes (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Income Tax Disclosure [Abstract]                      
U.S.                 $ 11,157 $ 5,630 $ 4,551
International                 104 (1,824) (659)
Income before income taxes $ 3,350 $ 3,390 $ 2,605 $ 1,916 $ 1,872 $ 316 $ 666 $ 953 $ 11,261 $ 3,806 $ 3,892
v3.10.0.1
Income Taxes - Items Accounting for Differences Between Income Taxes Computed at Federal Statutory Rate and Provision Recorded for Income Taxes (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Income Tax Disclosure [Abstract]                      
Income taxes computed at the federal statutory rate (1)                 $ 2,365 $ 1,332 $ 1,362
Effect of:                      
Tax impact of foreign earnings                 119 1,178 (69)
State taxes, net of federal benefits                 263 114 110
Tax credits                 (419) (220) (119)
Stock-based compensation                 (1,086) (917) 189
Domestic production activities deduction                 0 0 (94)
2017 Impact of U.S. Tax Act                 (157) (789) 0
Other, net                 112 71 46
Provision for income taxes, net $ 327 $ 508 $ 74 $ 287 $ 16 $ 58 $ 467 $ 229 1,197 769 $ 1,425
Excess tax benefits from stock-based compensation                 $ 1,600 $ 1,300  
v3.10.0.1
Income Taxes - Deferred Income Tax Assets and Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Deferred tax assets:    
Loss carryforwards U.S. - Federal/States $ 222 $ 211
Loss carryforwards - Foreign 2,551 2,149
Accrued liabilities, reserves, and other expenses 1,064 901
Stock-based compensation 1,293 1,026
Deferred revenue 321 349
Assets held for investment 69 35
Depreciation and amortization 2,386 279
Other items 94 167
Tax credits 734 381
Total gross deferred tax assets 8,734 5,498
Less valuation allowance (4,950) (2,538)
Deferred tax assets, net of valuation allowance 3,784 2,960
Deferred tax liabilities:    
Depreciation and amortization (3,579) (2,568)
Acquisition related intangible assets (682) (531)
Other items (67) (58)
Net deferred tax liabilities, net of valuation allowance $ (544) $ (197)
v3.10.0.1
Income Taxes - Reconciliation of Tax Contingencies (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Gross tax contingencies – beginning of period $ 2,309 $ 1,710 $ 1,181
Gross increases to tax positions in prior periods 164 223 355
Gross decreases to tax positions in prior periods (90) (139) (133)
Gross increases to current period tax positions 1,088 518 308
Settlements with tax authorities (36) 0 0
Lapse of statute of limitations (21) (3) (1)
Gross tax contingencies - end of period 3,414 $ 2,309 $ 1,710
Tax contingencies, that if fully recognized, would decrease our effective tax rate $ 1,700    
v3.10.0.1
Segment Information - Additional Information (Details)
$ in Millions
12 Months Ended
Dec. 31, 2018
USD ($)
segment
Dec. 31, 2017
USD ($)
Dec. 31, 2016
USD ($)
Segment Reporting [Abstract]      
Number of operating segments | segment 3    
Segment Reporting Information [Line Items]      
Property and equipment, net $ 61,797 $ 48,866 $ 29,114
United States      
Segment Reporting Information [Line Items]      
Property and equipment, net 45,100 35,500 22,000
Rest of world      
Segment Reporting Information [Line Items]      
Property and equipment, net $ 16,700 $ 13,400 $ 7,100
v3.10.0.1
Segment Information - Reportable Segments and Reconciliation to Consolidated Net Income (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting Information [Line Items]                      
Total net sales $ 72,383 $ 56,576 $ 52,886 $ 51,042 $ 60,453 $ 43,744 $ 37,955 $ 35,714 $ 232,887 $ 177,866 $ 135,987
Operating expenses                 220,466 173,760 131,801
Operating income (loss) 3,786 3,724 2,983 1,927 2,127 347 628 1,005 12,421 4,106 4,186
Total non-operating income (expense)                 (1,160) (300) (294)
Provision for income taxes (327) (508) (74) (287) (16) (58) (467) (229) (1,197) (769) (1,425)
Equity-method investment activity, net of tax                 9 (4) (96)
Net income $ 3,027 $ 2,883 $ 2,534 $ 1,629 $ 1,856 $ 256 $ 197 $ 724 10,073 3,033 2,371
North America                      
Segment Reporting Information [Line Items]                      
Total net sales                 141,366 106,110 79,785
Operating expenses                 134,099 103,273 77,424
Operating income (loss)                 7,267 2,837 2,361
International                      
Segment Reporting Information [Line Items]                      
Total net sales                 65,866 54,297 43,983
Operating expenses                 68,008 57,359 45,266
Operating income (loss)                 (2,142) (3,062) (1,283)
AWS                      
Segment Reporting Information [Line Items]                      
Total net sales                 25,655 17,459 12,219
Operating expenses                 18,359 13,128 9,111
Operating income (loss)                 $ 7,296 $ 4,331 $ 3,108
v3.10.0.1
Segment Information - Disaggregation of Revenue (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Disaggregation of Revenue [Line Items]                      
Total net sales $ 72,383 $ 56,576 $ 52,886 $ 51,042 $ 60,453 $ 43,744 $ 37,955 $ 35,714 $ 232,887 $ 177,866 $ 135,987
Online stores                      
Disaggregation of Revenue [Line Items]                      
Total net sales                 122,987 108,354 91,431
Physical stores                      
Disaggregation of Revenue [Line Items]                      
Total net sales                 17,224 5,798 0
Third-party seller services                      
Disaggregation of Revenue [Line Items]                      
Total net sales                 42,745 31,881 22,993
Subscription services                      
Disaggregation of Revenue [Line Items]                      
Total net sales                 14,168 9,721 6,394
AWS                      
Disaggregation of Revenue [Line Items]                      
Total net sales                 25,655 17,459 12,219
Other                      
Disaggregation of Revenue [Line Items]                      
Total net sales                 $ 10,108 $ 4,653 $ 2,950
v3.10.0.1
Segment Information Net Sales Attributed to Countries Representing Portion of Consolidated Net Sales (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting, Revenue Reconciling Item                      
Total net sales $ 72,383 $ 56,576 $ 52,886 $ 51,042 $ 60,453 $ 43,744 $ 37,955 $ 35,714 $ 232,887 $ 177,866 $ 135,987
United States                      
Segment Reporting, Revenue Reconciling Item                      
Total net sales                 160,146 120,486 90,349
Germany                      
Segment Reporting, Revenue Reconciling Item                      
Total net sales                 19,881 16,951 14,148
United Kingdom                      
Segment Reporting, Revenue Reconciling Item                      
Total net sales                 14,524 11,372 9,547
Japan                      
Segment Reporting, Revenue Reconciling Item                      
Total net sales                 13,829 11,907 10,797
Rest of world                      
Segment Reporting, Revenue Reconciling Item                      
Total net sales                 $ 24,507 $ 17,150 $ 11,146
v3.10.0.1
Segment Information - Reconciliation of Assets from Segment to Consolidated (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting, Asset Reconciling Item [Line Items]      
Total assets $ 162,648 $ 131,310 $ 83,402
Operating Segments | North America      
Segment Reporting, Asset Reconciling Item [Line Items]      
Total assets 47,251 35,844 22,225
Operating Segments | International      
Segment Reporting, Asset Reconciling Item [Line Items]      
Total assets 19,923 18,014 10,429
Operating Segments | AWS      
Segment Reporting, Asset Reconciling Item [Line Items]      
Total assets 26,340 18,660 12,698
Corporate      
Segment Reporting, Asset Reconciling Item [Line Items]      
Total assets $ 69,134 $ 58,792 $ 38,050
v3.10.0.1
Segment Information - Reconciliation of Property and Equipment from Segments to Consolidated (Details) - USD ($)
$ in Millions
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting, Other Significant Reconciling Item [Line Items]      
Property and equipment, net $ 61,797 $ 48,866 $ 29,114
Operating Segments | North America      
Segment Reporting, Other Significant Reconciling Item [Line Items]      
Property and equipment, net 27,052 20,401 10,143
Operating Segments | International      
Segment Reporting, Other Significant Reconciling Item [Line Items]      
Property and equipment, net 8,552 7,425 3,448
Operating Segments | AWS      
Segment Reporting, Other Significant Reconciling Item [Line Items]      
Property and equipment, net 18,851 14,885 10,300
Corporate      
Segment Reporting, Other Significant Reconciling Item [Line Items]      
Property and equipment, net $ 7,342 $ 6,155 $ 5,223
v3.10.0.1
Segment Information - Reconciliation of Property and Equipment Additions from Segments to Consolidated (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting Information [Line Items]      
Property and equipment additions $ 25,068 $ 29,783 $ 13,585
Operating Segments | North America      
Segment Reporting Information [Line Items]      
Property and equipment additions 10,749 13,200 5,132
Operating Segments | International      
Segment Reporting Information [Line Items]      
Property and equipment additions 2,476 5,196 1,680
Operating Segments | AWS      
Segment Reporting Information [Line Items]      
Property and equipment additions 9,783 9,190 5,193
Operating Segments | AWS | Assets held under capital leases      
Segment Reporting Information [Line Items]      
Property and equipment additions 8,400 7,300 4,000
Operating Segments | AWS | Assets under finance leases      
Segment Reporting Information [Line Items]      
Property and equipment additions 245 134 75
Operating Segments | North America and International | Assets held under capital leases      
Segment Reporting Information [Line Items]      
Property and equipment additions 2,000 2,900 1,500
Operating Segments | North America and International | Assets under finance leases      
Segment Reporting Information [Line Items]      
Property and equipment additions 3,000 2,900 849
Corporate      
Segment Reporting Information [Line Items]      
Property and equipment additions $ 2,060 $ 2,197 $ 1,580
v3.10.0.1
Segment Information - Depreciation Expense, by Segment (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting Information [Line Items]      
Depreciation expense $ 12,138 $ 8,831 $ 6,362
North America      
Segment Reporting Information [Line Items]      
Depreciation expense 4,415 3,029 1,971
International      
Segment Reporting Information [Line Items]      
Depreciation expense 1,628 1,278 930
AWS      
Segment Reporting Information [Line Items]      
Depreciation expense $ 6,095 $ 4,524 $ 3,461
v3.10.0.1
Quarterly Results (Unaudited) (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Quarterly Financial Information Disclosure [Abstract]                      
Total net sales $ 72,383 $ 56,576 $ 52,886 $ 51,042 $ 60,453 $ 43,744 $ 37,955 $ 35,714 $ 232,887 $ 177,866 $ 135,987
Operating income 3,786 3,724 2,983 1,927 2,127 347 628 1,005 12,421 4,106 4,186
Income before income taxes 3,350 3,390 2,605 1,916 1,872 316 666 953 11,261 3,806 3,892
Provision for income taxes (327) (508) (74) (287) (16) (58) (467) (229) (1,197) (769) (1,425)
Net income $ 3,027 $ 2,883 $ 2,534 $ 1,629 $ 1,856 $ 256 $ 197 $ 724 $ 10,073 $ 3,033 $ 2,371
Basic earnings per share $ 6.18 $ 5.91 $ 5.21 $ 3.36 $ 3.85 $ 0.53 $ 0.41 $ 1.52 $ 20.68 $ 6.32 $ 5.01
Diluted earnings per share $ 6.04 $ 5.75 $ 5.07 $ 3.27 $ 3.75 $ 0.52 $ 0.40 $ 1.48 $ 20.14 $ 6.15 $ 4.90
Shares used in computation of earnings per share:                      
Basic (in shares) 490 488 486 484 483 481 479 477 487 480 474
Diluted (in shares) 501 501 500 498 496 494 492 490 500 493 484