EXPEDIA GROUP, INC., 10-K filed on 2/12/2021
Annual Report
v3.20.4
Cover Page - USD ($)
12 Months Ended
Dec. 31, 2020
Jan. 29, 2021
Jun. 30, 2020
Entity Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2020    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 001-37429    
Entity Registrant Name EXPEDIA GROUP, INC.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 20-2705720    
Entity Address, Address Line One 1111 Expedia Group Way W    
Entity Address, City or Town Seattle    
Entity Address, State or Province WA    
Entity Address, Postal Zip Code 98119    
City Area Code 206    
Local Phone Number 481-7200    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Smaller Reporting Company false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Public Float     $ 11,102,938,000
Documents Incorporated by Reference
Document  Parts Into Which Incorporated
Portions of the definitive Proxy Statement for the 2020 Annual Meeting of Stockholders (Proxy Statement)  Part III
   
Amendment Flag false    
Document Fiscal Year Focus 2020    
Document Fiscal Period Focus FY    
Entity Central Index Key 0001324424    
Common Stock      
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   138,341,099  
Class B Common Stock      
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   5,523,452  
The Nasdaq Global Select Market      
Entity Information [Line Items]      
Title of 12(b) Security Common stock, $0.0001 par value    
Trading Symbol EXPE    
Security Exchange Name NASDAQ    
New York Stock Exchange      
Entity Information [Line Items]      
Title of 12(b) Security Expedia Group, Inc. 2.500% Senior Notes due 2022    
Trading Symbol EXPE22    
Security Exchange Name NYSE    
v3.20.4
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Income Statement [Abstract]      
Revenue $ 5,199,000,000 $ 12,067,000,000 $ 11,223,000,000
Costs and expenses:      
Cost of revenue 1,680,000,000 2,077,000,000 1,864,000,000
Selling and marketing 2,546,000,000 6,078,000,000 5,721,000,000
Technology and content 1,010,000,000 1,226,000,000 1,122,000,000
General and administrative 597,000,000 815,000,000 774,000,000
Depreciation and amortization 893,000,000 910,000,000 959,000,000
Impairment of goodwill 799,000,000 0 86,000,000
Impairment of intangible assets 175,000,000 0 42,000,000
Legal reserves, occupancy tax and other (13,000,000) 34,000,000 (59,000,000)
Restructuring and related reorganization changes 231,000,000 24,000,000 0
Operating loss (2,719,000,000) 903,000,000 714,000,000
Other income (expense):      
Interest income 18,000,000 59,000,000 71,000,000
Interest expense (360,000,000) (173,000,000) (190,000,000)
Other, net (90,000,000) (14,000,000) (110,000,000)
Total other expense, net (432,000,000) (128,000,000) (229,000,000)
Income (loss) before income taxes (3,151,000,000) 775,000,000 485,000,000
Provision for income taxes 423,000,000 (203,000,000) (87,000,000)
Net income (loss) (2,728,000,000) 572,000,000 398,000,000
Net (income) loss attributable to non-controlling interests 116,000,000 (7,000,000) 8,000,000
Net income (loss) attributable to Expedia Group, Inc. (2,612,000,000) 565,000,000 406,000,000
Preferred stock dividend (75,000,000) 0 0
Net income (loss) attributable to Expedia Group, Inc. common stockholders $ (2,687,000,000) $ 565,000,000 $ 406,000,000
Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders:      
Basic (in dollars per share) $ (19.00) $ 3.84 $ 2.71
Diluted (in dollars per share) $ (19.00) $ 3.77 $ 2.65
Shares used in computing earnings (loss) per share (000's):      
Basic (in shares) 141,414 147,194 149,961
Diluted (in shares) 141,414 149,884 152,889
v3.20.4
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Stock-based compensation $ 205 $ 241 $ 203
Cost of revenue      
Stock-based compensation 12 12 11
Selling and marketing      
Stock-based compensation 48 45 44
Technology and content      
Stock-based compensation 69 74 61
General and administrative      
Stock-based compensation $ 76 $ 110 $ 87
v3.20.4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Statement of Comprehensive Income [Abstract]      
Net income (loss) $ (2,728) $ 572 $ 398
Other comprehensive income (loss), net of tax      
Currency translation adjustments, net of taxes 67 (5) (86)
Other comprehensive income (loss), net of tax 67 (5) (86)
Comprehensive income (loss) (2,661) 567 312
Less: Comprehensive income (loss) attributable to non-controlling interests (88) (1) (26)
Less: Preferred stock dividend 75 0 0
Comprehensive income (loss) attributable to Expedia Group, Inc. common stockholders $ (2,648) $ 568 $ 338
v3.20.4
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 3,363 $ 3,315
Restricted cash and cash equivalents 772 779
Short-term investments 24 526
Accounts receivable, net of allowance of $101 and $41 701 2,524
Income taxes receivable 120 70
Prepaid expenses and other current assets 654 521
Total current assets 5,634 7,735
Property and equipment, net 2,257 2,198
Operating lease right-of-use assets 574 611
Long-term investments and other assets 671 796
Deferred income taxes 659 145
Intangible assets, net 1,515 1,804
Goodwill 7,380 8,127
TOTAL ASSETS 18,690 21,416
Current liabilities:    
Accounts payable, merchant 602 1,921
Accounts payable, other 496 906
Deferred merchant bookings 3,107 5,679
Deferred revenue 172 321
Income taxes payable 50 88
Accrued expenses and other current liabilities 979 1,050
Current maturities of long-term debt 0 749
Total current liabilities 5,406 10,714
Long-term debt, excluding current maturities 8,216 4,189
Deferred income taxes 67 56
Operating lease liabilities 513 532
Other long-term liabilities 462 389
Commitments and contingencies
Stockholders’ equity:    
Additional paid-in capital 13,566 12,978
Treasury stock — Common stock and Class B, at cost, Shares 130,767 and 126,893 (10,097) (9,673)
Retained earnings (deficit) (1,781) 879
Accumulated other comprehensive income (loss) (178) (217)
Total Expedia Group, Inc. stockholders’ equity 1,510 3,967
Non-redeemable non-controlling interests 1,494 1,569
Total stockholders’ equity 3,004 5,536
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY 18,690 21,416
Series A Preferred Stock    
Mezzanine Equity:    
Series A Preferred Stock: $.001 par value, Authorized shares: 100,000; Shares issued and outstanding: 1,200 and 0 1,022
Class B Common Stock    
Stockholders’ equity:    
Common stock 0 0
Common Stock    
Stockholders’ equity:    
Common stock 0 0
Total stockholders’ equity 0 0
Common Stock | Class B Common Stock    
Stockholders’ equity:    
Total stockholders’ equity $ 0 $ 0
v3.20.4
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Accounts receivable, allowance $ 101 $ 41
Treasury stock (in shares) 130,767,000 126,893,000
Series A Preferred Stock    
Preferred stock, par value (in dollars per share) $ 0.001  
Preferred stock, shares authorized (in shares) 100,000,000  
Preferred stock, shares issued (in shares) 1,200,000 0
Preferred stock outstanding (in shares) 1,200,000 0
Class B Common Stock    
Common stock, par value (in dollars per share) $ 0.0001  
Common stock, shares authorized (in shares) 400,000,000  
Common stock, shares, issued (in shares) 12,800,000 12,800,000
Common stock, shares, outstanding (in shares) 5,523,000 5,523,000
Treasury stock (in shares) 7,300,000 7,300,000
Common Stock    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 1,600,000,000 1,600,000,000
Common stock, shares, issued (in shares) 261,564,000 256,692,000
Common stock, shares, outstanding (in shares) 138,074,000 137,076,000
v3.20.4
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)
$ in Millions
Total
Liberty Expedia Holdings
Cumulative effect, period of adoption, adjustment
Common stock
Common stock
Liberty Expedia Holdings
Common stock
Class B common stock
Additional paid-in capital
Additional paid-in capital
Liberty Expedia Holdings
Treasury stock - Common and Class B
Treasury stock - Common and Class B
Liberty Expedia Holdings
Retained earnings (deficit)
Retained earnings (deficit)
Cumulative effect, period of adoption, adjustment
Accumulated other comprehensive income (loss)
Accumulated other comprehensive income (loss)
Cumulative effect, period of adoption, adjustment
Non-redeemable non-controlling interest
Beginning Balance, shares issued (in shares) at Dec. 31, 2017       228,467,355   12,799,999     89,528,255            
Beginning Balance at Dec. 31, 2017 $ 6,129   $ (34) $ 0   $ 0 $ 9,163   $ (4,822)   $ 331 $ (31) $ (149) $ (3) $ 1,606
Net income (loss) 397                   406       (9)
Other comprehensive income (loss), net of taxes (86)                       (68)   (18)
Payment of dividends to stockholders (186)                   (186)        
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares)       2,850,591                      
Proceeds from exercise of equity instruments and employee stock purchase plans 166     $ 0     166                
Withholding taxes for stock options $ (2)           (2)                
Stock repurchases (in shares) 7,700,000               7,720,194            
Stock repurchased, value $ (904)               $ (904)            
Issuance of common stock in connection with acquisitions (in shares)       175,040                      
Issuance of common stock in connection with acquisitions 0     $ 0     0                
Treasury stock activity related to vesting of equity instruments (in shares)                 179,783            
Treasury stock activity related to vesting of equity instruments (20)               $ (20)            
Proceeds from issuance of treasury stock (in shares)                 (269,646)            
Proceeds from issuance of treasury stock 31           27   $ 4            
Adjustment to the fair value of redeemable non-controlling interests (3)           0       (3)        
Purchase of remaining interest in Air Asia (62)           (5)               (57)
Other changes in non-controlling interests 18           (7)               25
Stock-based compensation expense 208           208                
Other (1)           (1)                
Ending Balance, shares issued (in shares) at Dec. 31, 2018       231,492,986   12,799,999     97,158,586            
Ending Balance at Dec. 31, 2018 5,651   $ 6 $ 0   $ 0 9,549   $ (5,742)   517 $ 6 (220)   1,547
Net income (loss) 574                   565       9
Other comprehensive income (loss), net of taxes (5)                       3   (8)
Payment of dividends to stockholders (195)                   (195)        
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares)       4,453,610                      
Proceeds from exercise of equity instruments and employee stock purchase plans 301     $ 0     301                
Withholding taxes for stock options $ (2)           (2)                
Liberty Expedia Holdings transaction, shares issued (in shares)         20,745,181                    
Liberty Expedia Holdings transaction, shares issued         $ 0     $ 2,883              
Stock repurchases (in shares) 5,600,000               5,562,083 23,876,671          
Stock repurchased, value $ (683)               $ (683) $ (3,212)          
Liberty Expedia Holdings transaction   $ (329)                          
Treasury stock activity related to vesting of equity instruments (in shares)                 295,185            
Treasury stock activity related to vesting of equity instruments (36)               $ (36)            
Adjustment to the fair value of redeemable non-controlling interests (14)                   (14)        
Other changes in non-controlling interests 22           1               21
Stock-based compensation expense 246           246                
Ending Balance, shares issued (in shares) at Dec. 31, 2019       256,691,777   12,799,999     126,892,525            
Ending Balance at Dec. 31, 2019 5,536     $ 0   $ 0 12,978   $ (9,673)   879   (217)   1,569
Net income (loss) (2,728)                   (2,612)       (116)
Other comprehensive income (loss), net of taxes 67                       39   28
Payment of dividends to stockholders (48)                   (48)        
Proceeds from exercise of equity instruments and employee stock purchase plans (in shares)       4,872,135                      
Proceeds from exercise of equity instruments and employee stock purchase plans 319     $ 0     319                
Payment of preferred dividends (declared at $62.47 per share) $ (75)           (75)                
Stock repurchases (in shares) 3,400,000               3,364,119            
Stock repurchased, value $ (370)               $ (370)            
Common stock warrants, net of issuance costs 110           110                
Treasury stock activity related to vesting of equity instruments (in shares)                 489,263            
Treasury stock activity related to vesting of equity instruments (54)               $ (54)            
Adjustment to the fair value of redeemable non-controlling interests 4           4                
Other changes in non-controlling interests 17           4               13
Stock-based compensation expense 225           225                
Other (in shares)                 20,630            
Other 1           1                
Ending Balance, shares issued (in shares) at Dec. 31, 2020       261,563,912   12,799,999     130,766,537            
Ending Balance at Dec. 31, 2020 $ 3,004     $ 0   $ 0 $ 13,566   $ (10,097)   $ (1,781)   $ (178)   $ 1,494
v3.20.4
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Statement of Stockholders' Equity [Abstract]      
Net income (loss) attributable to redeemable noncontrolling interest   $ 2 $ 1
Dividends declared per common share (in dollars per share) $ 0.34 $ 1.32 $ 1.24
Payment of preferred dividends (in dollars per share) $ 62.47    
v3.20.4
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Operating activities:      
Net income (loss) $ (2,728,000,000) $ 572,000,000 $ 398,000,000
Adjustments to reconcile net income (loss) to net cash provided by operating activities:      
Depreciation of property and equipment, including internal-use software and website development 739,000,000 712,000,000 676,000,000
Amortization of stock-based compensation 205,000,000 241,000,000 203,000,000
Amortization and impairment of intangible assets 329,000,000 198,000,000 325,000,000
Impairment of goodwill 799,000,000 0 86,000,000
Deferred income taxes (488,000,000) (91,000,000) (308,000,000)
Foreign exchange (gain) loss on cash, restricted cash and short-term investments, net 2,000,000 (5,000,000) 111,000,000
Realized (gain) loss on foreign currency forwards (80,000,000) (22,000,000) (31,000,000)
(Gain) loss on minority equity investments, net 142,000,000 (8,000,000) 111,000,000
Provision for credit losses and other, net 148,000,000 (21,000,000) 22,000,000
Changes in operating assets and liabilities, net of effects from acquisitions:      
Accounts receivable 1,781,000,000 (368,000,000) (282,000,000)
Prepaid expenses and other assets (188,000,000) (193,000,000) (29,000,000)
Accounts payable, merchant (1,320,000,000) 224,000,000 (134,000,000)
Accounts payable, other, accrued expenses and other liabilities (400,000,000) 254,000,000 196,000,000
Tax payable/receivable, net (57,000,000) (23,000,000) 102,000,000
Deferred merchant bookings (2,576,000,000) 1,342,000,000 489,000,000
Deferred revenue (142,000,000) (45,000,000) 40,000,000
Net cash provided by (used in) operating activities (3,834,000,000) 2,767,000,000 1,975,000,000
Investing activities:      
Capital expenditures, including internal-use software and website development (797,000,000) (1,160,000,000) (878,000,000)
Purchases of investments (685,000,000) (1,346,000,000) (1,803,000,000)
Sales and maturities of investments 1,161,000,000 852,000,000 2,137,000,000
Acquisitions, net of cash and restricted cash acquired 0 80,000,000 (53,000,000)
Other, net 58,000,000 21,000,000 38,000,000
Net cash used in investing activities (263,000,000) (1,553,000,000) (559,000,000)
Financing activities:      
Revolving credit facility borrowings 2,672,000,000 0 0
Revolving credit facility repayments (2,672,000,000) 0 0
Proceeds from issuance of long-term debt, net of issuance costs 3,945,000,000 1,231,000,000 0
Net proceeds from issuance of preferred stock and warrants 1,132,000,000 0 0
Payment of long-term debt (750,000,000) 0 (500,000,000)
Payment of Liberty Expedia Exchangeable Debentures 0 (400,000,000) 0
Purchases of treasury stock (425,000,000) (743,000,000) (923,000,000)
Payment of dividends to common stockholders (48,000,000) (195,000,000) (186,000,000)
Payment of preferred stock dividends (75,000,000) 0 0
Proceeds from exercise of equity awards and employee stock purchase plan 319,000,000 301,000,000 166,000,000
Other, net (21,000,000) (19,000,000) (46,000,000)
Net cash provided by (used in) financing activities 4,077,000,000 175,000,000 (1,489,000,000)
Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents 61,000,000 3,000,000 (139,000,000)
Net increase (decrease) in cash, cash equivalents and restricted cash and cash equivalents 41,000,000 1,392,000,000 (212,000,000)
Cash, cash equivalents and restricted cash and cash equivalents at beginning of year 4,097,000,000 2,705,000,000 2,917,000,000
Cash, cash equivalents and restricted cash and cash equivalents at end of year 4,138,000,000 4,097,000,000 2,705,000,000
Supplemental cash flow information      
Cash paid for interest 313,000,000 157,000,000 196,000,000
Income tax payments, net $ 108,000,000 $ 304,000,000 $ 282,000,000
v3.20.4
Organization and Basis of Presentation
12 Months Ended
Dec. 31, 2020
Accounting Policies [Abstract]  
Organization and Basis of Presentation Organization and Basis of Presentation
Description of Business
Expedia Group, Inc. and its subsidiaries provide travel products and services to leisure and corporate travelers in the United States and abroad as well as various media and advertising offerings to travel and non-travel advertisers. These travel products and services are offered through a diversified portfolio of brands including: Brand Expedia®, Hotels.com®, Expedia® Partner Solutions, Vrbo®, Egencia®, trivago®, Orbitz®, Travelocity®, Hotwire®, Wotif®, ebookers®, CheapTickets®, Expedia Group™ Media Solutions, CarRentals.com™, Expedia CruisesTM, Classic Vacations®, Traveldoo®, and VacationRentals.com. In addition, many of these brands have related international points of sale. We refer to Expedia Group, Inc. and its subsidiaries collectively as “Expedia Group,” the “Company,” “us,” “we” and “our” in these consolidated financial statements.
COVID-19
During 2020, the COVID-19 pandemic has severely restricted the level of economic activity around the world, and is continuing to have an unprecedented effect on the global travel industry. The various government measures implemented to contain the COVID-19 pandemic, such as imposing restrictions on travel and business operations and advising or requiring individuals to limit or forgo their time outside of their homes, initially led to unprecedented levels of cancellations and continues to have a negative impact on the number of new travel bookings. While many countries have begun the process of vaccinating their residents against COVID-19, the large scale and challenging logistics of distributing the vaccines, as well as uncertainty over the efficacy of the vaccines against new variants of the virus, may contribute to delays in economic recovery. Overall, the full duration and total impact of COVID-19 remains uncertain and it is difficult to predict how the recovery will unfold for the travel industry and, in particular, our business, going forward.
Due to the high degree of cancellations and customer refunds and lower new bookings in the merchant business model, the Company experienced unfavorable working capital trends and material negative cash flow in the first half of 2020, although the level of negative cash flow moderated as booking trends improved and cancellations stabilized in latter half of the year. We expect cash flow to remain negative until the decline in new merchant bookings improves further with cancellations either remaining stable or moderating further. For a discussion on incremental credit losses and allowance impacts related to our accounts receivable, see NOTE 2 — Significant Accounting Policies. For a discussion of goodwill and intangible asset impairments recognized in conjunction with this pandemic, see NOTE 3 — Fair Value Measurements. For a discussion of actions to strengthen our liquidity position in the current environment, see NOTE 7 — Debt and NOTE 11 — Capital Stock - Preferred Stock and Warrants.
Basis of Presentation
The accompanying consolidated financial statements include Expedia Group, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We record our investments in entities that we do not control, but over which we have the ability to exercise significant influence, using the equity method. We have eliminated significant intercompany transactions and accounts.
We believe that the assumptions underlying our consolidated financial statements are reasonable. However, these consolidated financial statements do not present our future financial position, the results of our future operations and cash flows.
Seasonality
We generally experience seasonal fluctuations in the demand for our travel services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of our travel services, including merchant and agency hotel, is recognized as the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks for our hotel business and can be several months or more for our alternative accommodations business. Historically, Vrbo has seen seasonally stronger bookings in the first quarter of the year, with the relevant stays occurring during the peak summer travel months. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. Furthermore, operating profits for our primary advertising business, trivago, have typically been experienced in the second half of the year, particularly the fourth quarter, as selling and marketing costs offset revenue in the first half of the year as we typically increase marketing during the busy booking period for spring, summer and winter holiday travel. As a result on a consolidated basis, revenue and income are
typically the lowest in the first quarter and highest in the third quarter. The growth of our international operations, advertising business or a change in our product mix, including the growth of Vrbo, may influence the typical trend of the seasonality in the future.
Due to COVID-19, which led to significant cancellations for future travel during the first half of the year, and has impacted new travel bookings for the majority of 2020, we have not experienced our typical seasonal pattern for bookings, revenue and profit during 2020. In addition, with the lower new bookings and elevated cancellations in the merchant business model, our typical, seasonal working capital source of cash has been significantly disrupted resulting in the Company experiencing unfavorable working capital trends and material negative cash flow during the first half of 2020 when we typically generate significant positive cash flow. Seasonal trends were more normalized during the second half of the year, but it is difficult to forecast the seasonality for the upcoming quarters, given the uncertainty related to the duration of the impact from COVID-19 and the shape and timing of any sustained recovery. In addition, we continue to experience shorter booking windows in our lodging businesses, which could also impact the seasonality of our working capital and cash flow.
v3.20.4
Significant Accounting Policies
12 Months Ended
Dec. 31, 2020
Accounting Policies [Abstract]  
Significant Accounting Policies
NOTE 2 — Significant Accounting Policies
Consolidation
Our consolidated financial statements include the accounts of Expedia Group, Inc., our wholly-owned subsidiaries, and entities for which we control a majority of the entity’s outstanding common stock. We record non-controlling interest in our consolidated financial statements to recognize the minority ownership interest in our consolidated subsidiaries. Non-controlling interest in the earnings and losses of consolidated subsidiaries represent the share of net income or loss allocated to members or partners in our consolidated entities, which includes the non-controlling interest share of net income or loss from our redeemable and non-redeemable non-controlling interest entities. trivago is a separately listed company on the Nasdaq Global Select Market and, therefore, is subject to its own reporting and filing requirements, which could result in possible differences that are not expected to be material to Expedia Group, Inc.
We have eliminated significant intercompany transactions and accounts in our consolidated financial statements.
Accounting Estimates
We use estimates and assumptions in the preparation of our consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”). Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; deferred loyalty rewards; acquisition purchase price allocations; stock-based compensation and accounting for derivative instruments and provisions for credit losses, customer refunds and chargebacks.
The COVID-19 pandemic has created and may continue to create significant uncertainty in macroeconomic conditions, which may cause further business disruptions and adversely impact our results of operations. As a result, many of our estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, our estimates may change materially in future periods.
Reclassifications
We have reclassified prior period financial statements to conform to the current period presentation. During the first quarter of 2020, we reclassified depreciation expense from within our operating expense line items on our consolidated statements of operations to be included with intangible asset amortization expense. The following table presents a summary of the amounts as reported and as reclassified in our consolidated statements of operations for the years ended December 31, 2019 and 2018:
Year ended
December 31, 2019
Year ended
December 31, 2018
As reportedAs reclassifiedAs reportedAs reclassified
 (In millions)
Cost of revenue$2,163 $2,077 $1,965 $1,864 
Selling and marketing6,135 6,078 5,767 5,721 
Technology and content1,763 1,226 1,617 1,122 
General and administrative847 815 808 774 
Depreciation and amortization198 910 283 959 
Revenue Recognition
We recognize revenue upon transfer of control of our promised services in an amount that reflects the consideration we expect to be entitled to in exchange for those services.
For our primary transaction-based revenue sources, discussed below, we have determined net presentation (that is, the amount billed to a traveler less the amount paid to a supplier) is appropriate for the majority of our revenue transactions as the supplier is primarily responsible for providing the underlying travel services and we do not control the service provided by the supplier to the traveler. We exclude all taxes assessed by a government authority, if any, from the measurement of transaction prices that are imposed on our travel related services or collected by the Company from customers (which are therefore excluded from revenue).
We offer traditional travel services on a stand-alone and package basis generally either through the merchant or the agency business model.
Under the merchant model, we facilitate the booking of hotel rooms, alternative accommodations, airline seats, car rentals and destination services from our travel suppliers and we are the merchant of record for such bookings.
Under the agency model, we pass reservations booked by the traveler to the relevant travel supplier and the travel supplier serves as the merchant of record for such bookings. We receive commissions or ticketing fees from the travel supplier and/or traveler. For certain agency airline, hotel and car transactions, we also receive fees through global distribution systems (“GDS”) that provide the computer systems through which the travel supplier inventory is made available and through which reservations are booked.
Under the advertising model, we offer travel and non-travel advertisers access to a potential source of incremental traffic and transactions through our various media and advertising offerings on trivago and our transaction-based websites.
In addition, Vrbo also provides subscription-based listing and other ancillary services to property owners and managers.
The nature of our travel booking service performance obligations vary based on the travel service with differences primarily related to the degree to which we provide post booking services to the traveler and the timing when rights and obligations are triggered in our underlying supplier agreements. We consider both the traveler and travel supplier as our customers.
Refer to NOTE 19 — Segment Information for revenue by business model and service type.
Lodging. Our lodging revenue is comprised of revenue recognized under the merchant, agency and Vrbo subscription-based listing services model.
Merchant Hotel. We provide travelers access to book hotel room reservations through our contracts with lodging suppliers, which provide us with rates and availability information for rooms but for which we have no control over the rooms and do not bear inventory risk. Our travelers pay us for merchant hotel transactions prior to departing on their trip, generally when they book the reservation. We record the payment in deferred merchant bookings until the stayed night occurs, at which point we recognize the revenue, net of amounts paid to suppliers, as this is when our performance obligation is satisfied. In certain nonrefundable, nonchangeable transactions where we have no significant post booking services (primarily opaque hotel offerings), we record revenue when the traveler completes the transaction on our website, less a reserve for chargebacks and cancellations based on historical experience. Payments to suppliers are generally due within 30 days of check-in or stay. In certain instances when a supplier invoices us for less than the cost we accrued, we generally reduce our merchant accounts payable and the supplier costs within net revenue six months in arrears, net of an allowance, when we determine it is not probable that we will be required to pay the supplier, based on historical experience. Cancellation fees are collected and
remitted to the supplier, if applicable.
Agency Hotel. We generally record agency revenue from the hotel when the stayed night occurs as we provide post booking services to the traveler and, thus consider the stay as when our performance obligation is satisfied. We record an allowance for cancellations on this revenue based on historical experience.
Vrbo Alternative Accommodations. Vrbo's lodging revenue is generally earned on a pay-per-booking, which can be either merchant or agency bookings depending on the nature of the payment processor, or pay-per-subscription basis. Pay-per-booking arrangements are commission-based where rental property owners and managers bear the inventory risk, have latitude in setting the price and compensate Vrbo for facilitating bookings with travelers. Under pay-per-booking arrangements, each booking is a separate contract as listings are typically cancelable at any time and the related revenue, net of amounts paid to property owners, is recognized at check in, which is the point in time when our service to the traveler is complete. In pay-per-subscription contracts, property owners or managers purchase in advance online advertising services related to the listing of their properties for rent over a fixed term (typically one year). As the performance obligation is the listing service and is provided to the property owner or manager over the life of the listing period, the pay-per-subscription revenue is recognized on a straight-line basis over the listing period. Vrbo also charges a traveler service fee at the time of booking. The service fee charged to travelers provides compensation for Vrbo's services, including but not limited to the use of Vrbo's website and a “Book with Confidence Guarantee” providing travelers with comprehensive payment protection and 24/7 traveler support. The performance obligation is to facilitate the booking of a property and assist travelers up to their check in process and, as such, the traveler service fee revenue is recognized at check-in.
Merchant and Agency Air. We record revenue on air transactions when the traveler books the transaction, as we do not typically provide significant post booking services to the traveler and payments due to and from air carriers are typically due at the time of ticketing. We record a reserve for chargebacks and cancellations at the time of the transaction based on historical experience. In certain transactions, the GDS collects commissions from our suppliers and passes these commissions to us, net of their fees. Therefore, we view payments through the GDS as commissions from suppliers and record these commissions in net revenue. Fees paid to the GDS as compensation for their role in processing transactions are recorded as cost of revenue.
Advertising and Media. We record revenue from click-through fees charged to our travel partners for leads sent to the travel partners’ websites. We record revenue from click-through fees after the traveler makes the click-through to the related travel partners’ websites. We record revenue for advertising placements ratably over the advertising period or upon delivery of advertising impressions, depending on the terms of the contract. Payments from advertisers are generally due within 30 days of invoicing.
Other. Other primarily includes transaction revenue for booking services related to products such as car, cruise and destination services under the agency business model. We generally record the related revenue when the travel occurs, as in most cases we provide post booking services and this is when our performance obligation is complete. Additionally, no rights or obligations are triggered in our supplier agreements until the travel occurs. We record an allowance for cancellations on this revenue based on historical experience. Revenue from other ancillary alternative accommodation services or products are recorded either upon delivery or when we provide the service. In addition, other also includes travel insurance products primarily under the merchant model, for which revenue is recorded at the time the transaction is booked.
Packages. Packages assembled by travelers through the packaging functionality on our websites generally include a merchant hotel component and some combination of an air, car or destination services component. The individual package components are accounted for as separate performance obligations and recognized in accordance with our revenue recognition policies stated above.
Prepaid Merchant Bookings. We classify payments made to suppliers in advance of our Vrbo performance obligations as prepaid merchant bookings included within prepaid and other current assets. Prepaid merchant bookings was $389 million as of December 31, 2020 and $226 million as of December 31, 2019.
Deferred Merchant Bookings. We classify cash payments received in advance of our performance obligations as deferred merchant bookings. At December 31, 2019, $4.9 billion of cash advance cash payments was reported within deferred merchant bookings, $3.5 billion of which was recognized resulting in $582 million of revenue during the year ended December 31, 2020 with the remainder primarily consisting of cancellations during the year. At December 31, 2020, the related balance was $2.3 billion.
Travelers enrolled in our internally administered traveler loyalty rewards programs earn points for each eligible booking made which can be redeemed for free or discounted future bookings. Hotels.com Rewards offers travelers one free night at any Hotels.com partner property after that traveler stays 10 nights, subject to certain restrictions. Expedia Rewards enables participating travelers to earn points on all hotel, flight, package and activities made on over 40 Brand Expedia websites. Orbitz Rewards allows travelers to earn Orbucks, the currency of Orbitz Rewards, on flights, hotels and vacation packages and instantly redeem those Orbucks on future bookings at various hotels worldwide. As travelers accumulate points towards free travel products, we defer the relative standalone selling price of earned points, net of expected breakage, as deferred loyalty rewards within deferred merchant bookings on the consolidated balance sheet. In order to estimate the standalone selling price of the underlying services on which points can be redeemed for all loyalty programs, we use an adjusted market assessment approach and consider the redemption values expected from the traveler. We then estimate the number of rewards that will not be redeemed based on historical activity in our members' accounts as well as statistical modeling techniques. Revenue is recognized when we have satisfied our performance obligation relating to the points, that is when the travel service purchased
with the loyalty award is satisfied. The majority of rewards expected to be redeemed are recognized within one to two years of being earned. At December 31, 2019, $781 million of deferred loyalty rewards was reported within deferred merchant bookings, $427 million of which was recognized as revenue during the year ended December 31, 2020. At December 31, 2020, the related balance was $769 million.
Deferred Revenue. Deferred revenue primarily consists of Vrbo's traveler service fees received on bookings where we are not merchant of record due to the use of a third party payment processor, unearned subscription revenue as well as deferred advertising revenue. At December 31, 2019, $321 million was recorded as deferred revenue, $206 million of which was recognized as revenue during the year ended December 31, 2020. At December 31, 2020, the related balance was $172 million.
Practical Expedients and Exemptions. We have used the portfolio approach to account for our loyalty points as the rewards programs share similar characteristics within each program in relation to the value provided to the traveler and their breakage patterns. Using this portfolio approach is not expected to differ materially from applying the guidance to individual contracts. However, we will continue to assess and refine, if necessary, how a portfolio within each rewards program is defined.
We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
Cash, Restricted Cash, and Cash Equivalents
Our cash and cash equivalents include cash and liquid financial instruments, including money market funds and term deposit investments, with maturities of three months or less when purchased. Restricted cash includes cash and cash equivalents that is restricted through legal contracts, regulations or our intention to use the cash for a specific purpose. Our restricted cash primarily relates to certain traveler deposits and to a lesser extent collateral for office leases. The following table reconciles cash, cash equivalents and restricted cash reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows:
December 31,
20202019
(in millions)
Cash and cash equivalents$3,363 $3,315 
Restricted cash and cash equivalents772 779 
Restricted cash included within long-term investments and other assets
Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow$4,138 $4,097 
Short-term and Long-term Investments
We determine the appropriate classification of our investments in marketable securities at the time of purchase and reevaluate such designation at each balance sheet date. Investments, other than minority equity investments, classified as available- for-sale are recorded at fair value with unrealized holding gains and losses recorded, net of tax, as a component of accumulated other comprehensive income ("OCI"). Realized gains and losses from the sale of available for sale investments, if any, are determined on a specific identification basis. Investments with remaining maturities of less than one year are classified within short-term investments. All other investments are classified within long-term investments and other assets.
We record investments using the equity method when we have the ability to exercise significant influence over the investee. Minority equity investments with readily determinable fair values, such as our investment in Despegar.com Corp ("Despegar"), are carried at fair value with changes in fair value recorded through net income or loss. Minority investments without readily determinable fair values are measured using the equity method, or measured at cost with observable price changes reflected through net income or loss. We perform a qualitative assessment on a quarterly basis and recognize an impairment if there are sufficient indicators that the fair value of the investment is less than carrying value. Changes in value are recorded in other income (expense), net.
Accounts Receivable
Accounts receivable are generally due within thirty days and are recorded net of an allowance for expected uncollectible amounts. We consider accounts outstanding longer than the contractual payment terms as past due. The risk characteristics we generally review when analyzing our accounts receivable pools primarily include the type of receivable (for example, credit card vs hotel collect), collection terms and historical or expected credit loss patterns. For each pool, we make estimates of expected credit losses for our allowance by considering a number of factors, including the length of time trade accounts receivable are past due, previous loss history continually updated for new collections data, the credit quality of our customers, current economic conditions, reasonable and supportable forecasts of future economic conditions and other factors that may
affect our ability to collect from customers. The provision for estimated credit losses is recorded as cost of revenue in our consolidated statements of operations. During 2020, we recorded approximately $82 million of incremental allowance for expected uncollectible amounts, including estimated future losses in consideration of the impact of COVID-19 pandemic on the economy and the Company, partially offset by $24 million of write-offs. Actual future bad debt could differ materially from this estimate resulting from changes in our assumptions of the duration and severity of the impact of the COVID-19 pandemic.
Property and Equipment
We record property and equipment at cost, net of accumulated depreciation and amortization. We also capitalize certain costs incurred related to the development of internal use software. We capitalize costs incurred during the application development stage related to the development of internal use software. We expense costs incurred related to the planning and post-implementation phases of development as incurred.
We compute depreciation using the straight-line method over the estimated useful lives of the assets, which is three to five years for computer equipment, capitalized software development and furniture and other equipment, 15 years for land improvements, and 40 years for buildings, which includes our new corporate headquarters. Land is not depreciated. We amortize leasehold improvement using the straight-line method, over the shorter of the estimated useful life of the improvement or the remaining term of the lease.
We establish assets and liabilities for the present value of estimated future costs to return certain of our leased facilities to their original condition under the authoritative accounting guidance for asset retirement obligations. Such assets are depreciated over the lease period into operating expense, and the recorded liabilities are accreted to the future value of the estimated restoration costs.
Leases
We determine if an arrangement is a lease at inception. Operating leases are primarily for office space and data centers and are included in operating lease right-of-use ("ROU") assets, accrued expenses and other current liabilities, and operating lease liabilities on our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
For operating leases with a term of one year or less, we have elected to not recognize a lease liability or ROU asset on our consolidated balance sheet. Instead, we recognize the lease payments as expense on a straight-line basis over the lease term. Short-term lease costs are immaterial to our consolidated statements of operations and cash flows.
We have office space and data center lease agreements with insignificant non-lease components and have elected the practical expedient to combine and account for lease and non-lease components as a single lease component.
Business Combinations
We assign the value of the consideration transferred to acquire a business to the tangible assets and identifiable intangible assets acquired and liabilities assumed on the basis of their fair values at the date of acquisition. Any excess purchase price over the fair value of the net tangible and intangible assets acquired is allocated to goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing certain intangible assets include but are not limited to future expected cash flows from customer relationships and trade names, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Any changes to provisional amounts identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined.
Recoverability of Goodwill and Indefinite-Lived Intangible Assets
Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date. We assess goodwill and indefinite-lived intangible assets, neither of which is amortized, for impairment annually as of October 1, or more frequently, if events and circumstances indicate impairment may have occurred. In the evaluation of goodwill for impairment, we typically perform a quantitative assessment and compare the fair value of the reporting unit to the carrying value. An impairment charge is recorded based on the excess of the reporting unit's carrying
amount over its fair value. Periodically, we may choose to perform a qualitative assessment, prior to performing the quantitative analysis, to determine whether the fair value of the goodwill is more likely than not impaired.
We generally base our measurement of fair value of reporting units, except for trivago, which is a separately listed company on the Nasdaq Global Select Market, on a blended analysis of the present value of future discounted cash flows and market valuation approach with the exception of our standalone publicly traded subsidiary, which is based on market valuation. The discounted cash flows model indicates the fair value of the reporting units based on the present value of the cash flows that we expect the reporting units to generate in the future. Our significant estimates in the discounted cash flows model include: our weighted average cost of capital; long-term rate of growth and profitability of our business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison of the Company to comparable publicly traded firms in similar lines of business. Our significant estimates in the market approach model include identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment and assessing comparable revenue and operating income multiples in estimating the fair value of the reporting units. The fair value of the trivago reporting unit was based on trivago's stock price, a Level 1 input, adjusted for an estimated control premium.
We believe the weighted use of discounted cash flows and market approach is the best method for determining the fair value of our reporting units because these are the most common valuation methodologies used within the travel and internet industries; and the blended use of both models compensates for the inherent risks associated with either model if used on a stand-alone basis.
In addition to measuring the fair value of our reporting units as described above, we consider the combined carrying and fair values of our reporting units in relation to the Company’s total fair value of equity plus debt as of the assessment date. Our equity value assumes our fully diluted market capitalization, using either the stock price on the valuation date or the average stock price over a range of dates around the valuation date, plus an estimated acquisition premium which is based on observable transactions of comparable companies. The debt value is based on the highest value expected to be paid to repurchase the debt, which can be fair value, principal or principal plus a premium depending on the terms of each debt instrument.
In our evaluation of our indefinite-lived intangible assets, we typically first perform a quantitative assessment and an impairment charge is recorded for the excess of the carrying value of indefinite-lived intangible assets over their fair value, if necessary. We base our measurement of fair value of indefinite-lived intangible assets, which primarily consist of trade name and trademarks, using the relief-from-royalty method. This method assumes that the trade name and trademarks have value to the extent that their owner is relieved of the obligation to pay royalties for the benefits received from them. As with goodwill, periodically, we may choose to perform a qualitative assessment, prior to performing the quantitative analysis, to determine whether the fair value of the indefinite-lived intangible asset is more likely than not impaired.
Recoverability of Intangible Assets with Definite Lives and Other Long-Lived Assets
Intangible assets with definite lives and other long-lived assets are carried at cost and are amortized on a straight-line basis over their estimated useful lives of one to nine years. We review the carrying value of long-lived assets or asset groups, including property and equipment, to be used in operations whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Factors that would necessitate an impairment assessment include a significant adverse change in the extent or manner in which an asset is used, a significant adverse change in legal factors or the business climate that could affect the value of the asset, or a significant decline in the observable market value of an asset, among others. If such facts indicate a potential impairment, we would assess the recoverability of an asset group by determining if the carrying value of the asset group exceeds the sum of the projected undiscounted cash flows expected to result from the use and eventual disposition of the assets over the remaining economic life of the primary asset in the asset group. If the recoverability test indicates that the carrying value of the asset group is not recoverable, we will estimate the fair value of the asset group using appropriate valuation methodologies which would typically include an estimate of discounted cash flows. Any impairment would be measured as the difference between the asset groups carrying amount and its estimated fair value.
Assets held for sale, to the extent we have any, are reported at the lower of cost or fair value less costs to sell.
Redeemable Non-controlling Interests
We have non-controlling interests in majority owned entities, which were carried at fair value as the non-controlling interests contained certain rights, whereby we could acquire and the minority shareholders could sell to us the additional shares of the company. If the redeemable non-controlling interest is redeemable at an amount other than fair value, we adjust the non-controlling interest to redemption value through earnings each period. In circumstances where the non-controlling interest is redeemable at fair value, changes in fair value of the shares for which the minority holders could sell to us were recorded to the non-controlling interest and as charges or credits to retained earnings (or additional paid-in capital in the absence of retained earnings). Fair value determinations required high levels of judgment (“Level 3” on the fair value hierarchy) and were based on various valuation techniques, including market comparables and discounted cash flow projections. As of December 31, 2020
and 2019, redeemable non-controlling interests were $13 million and $15 million, and included within other long-term liabilities.
Income Taxes
We record income taxes under the liability method. Deferred tax assets and liabilities reflect our estimation of the future tax consequences of temporary differences between the carrying amounts of assets and liabilities for book and tax purposes. We determine deferred income taxes based on the differences in accounting methods and timing between financial statement and income tax reporting. Accordingly, we determine the deferred tax asset or liability for each temporary difference based on the enacted tax rates expected to be in effect when we realize the underlying items of income and expense.
We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent earnings experience by jurisdiction, expectations of future taxable income, and the carryforward periods available to us for tax reporting purposes, as well as other relevant factors. We may establish a valuation allowance to reduce deferred tax assets to the amount we believe is more likely than not to be realized. Due to inherent complexities arising from the nature of our businesses, future changes in income tax law, tax sharing agreements or variances between our actual and anticipated operating results, we make certain judgments and estimates. Therefore, actual income taxes could materially vary from these estimates. All deferred income taxes are classified as long-term on our consolidated balance sheets.
We account for uncertain tax positions based on a two-step process of evaluating recognition and measurement criteria. The first step assesses whether the tax position is more likely than not to be sustained upon examination by the tax authority, including resolution of any appeals or litigation, based on the technical merits of the position. If the tax position meets the more likely than not criteria, the portion of the tax benefit greater than 50% likely to be realized upon settlement with the tax authority is recognized in the financial statements.
We recognize interest and penalties related to unrecognized tax benefits in the income tax expense line in our consolidated statement of operations. Accrued interest and penalties are included in other long-term liabilities on the consolidated balance sheet.
In relation to tax effects for accumulated OCI, our policy is to release the tax effects of amounts reclassified from accumulated OCI to pre-tax income (loss) from continuing operations. Any remaining tax effect in accumulated OCI is released following a portfolio approach.
We account for the global intangible low-tax income (“GILTI”) earned by our foreign subsidiaries included in gross U.S. taxable income in the period incurred.
Derivative Instruments
Derivative instruments are carried at fair value on our consolidated balance sheets. The fair values of the derivative financial instruments generally represent the estimated amounts we would expect to receive or pay upon termination of the contracts as of the reporting date.
At December 31, 2020 and 2019, our derivative instruments primarily consisted of foreign currency forward contracts. We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. Our goal in managing our foreign exchange risk is to reduce, to the extent practicable, our potential exposure to the changes that exchange rates might have on our earnings, cash flows and financial position. Our foreign currency forward contracts are typically short-term and, as they do not qualify for hedge accounting treatment, we classify the changes in their fair value in other, net. We do not hold or issue financial instruments for speculative or trading purposes.
In June 2015, we issued Euro 650 million of registered senior unsecured notes that are due in June 2022 and bear interest at 2.5% (the “2.5% Notes”). The aggregate principal value of the 2.5% Notes is designated as a hedge of our net investment in certain Euro functional currency subsidiaries. The notes are measured at Euro to U.S. Dollar exchange rates at each balance sheet date and transaction gains or losses due to changes in rates are recorded in accumulated OCI. The Euro-denominated net assets of these subsidiaries are translated into U.S. Dollars at each balance sheet date, with effects of foreign currency changes also reported in accumulated OCI. Since the notional amount of the recorded Euro-denominated debt is less than the notional amount of our net investment, we do not expect to incur any ineffectiveness on this hedge.
Foreign Currency Translation and Transaction Gains and Losses
Certain of our operations outside of the United States use the related local currency as their functional currency. We translate revenue and expense at average rates of exchange during the period. We translate assets and liabilities at the rates of exchange as of the consolidated balance sheet dates and include foreign currency translation gains and losses as a component of
accumulated OCI. Due to the nature of our operations and our corporate structure, we also have subsidiaries that have significant transactions in foreign currencies other than their functional currency. We record transaction gains and losses in our consolidated statements of operations related to the recurring remeasurement and settlement of such transactions.
To the extent practicable, we attempt to minimize this exposure by maintaining natural hedges between our current assets and current liabilities of similarly denominated foreign currencies. Additionally, as discussed above, we use foreign currency forward contracts to economically hedge certain merchant revenue exposures and in lieu of holding certain foreign currency cash for the purpose of economically hedging our foreign currency-denominated operating liabilities.
Debt Issuance Costs
We defer costs we incur to issue debt, which are presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability, and amortize these costs to interest expense over the term of the debt or, in circumstances where the debt can be redeemed at the option of the holders, over the term of the redemption option.
Marketing Promotions
We periodically provide incentive offers to our customers to encourage booking of travel products and services. Generally, our incentive offers are as follows:
Current Discount Offers. These promotions include dollar or percent off discounts to be applied against current purchases. We record the discounts as reduction in revenue at the date we record the corresponding revenue transaction.
Inducement Offers. These promotions include discounts granted at the time of a current purchase to be applied against a future qualifying purchase. We treat inducement offers as a reduction to revenue based on estimated future redemption rates. We allocate the discount amount at the time of the offer between the current performance obligation and the potential future performance obligations based on our expected relative value of the transactions. We estimate our redemption rates using our historical experience for similar inducement offers.
Concession Offers. These promotions include discounts to be applied against a future purchase to maintain customer satisfaction. Upon issuance, we record these concession offers as a reduction to revenue based on estimated future redemption rates. We estimate our redemption rates using our historical experience for concession offers.
Advertising Expense
We incur advertising expense consisting of offline costs, including television and radio advertising, and online advertising expense to promote our brands. We expense the production costs associated with advertisements in the period in which the advertisement first takes place. We expense the costs of communicating the advertisement (e.g., television airtime) as incurred each time the advertisement is shown. For the years ended December 31, 2020, 2019 and 2018, our advertising expense was $1.2 billion, $3.5 billion and $3.4 billion.

Stock-Based Compensation
We measure and amortize the fair value of restricted stock units (“RSUs”) and stock options as follows:
Restricted Stock Units. RSUs are stock awards that are granted to employees entitling the holder to shares of common stock as the award vests, typically over a four-year period, but may accelerate in certain circumstances. During 2019, we started issuing RSUs as our primary form of stock-based compensation, which vest 25% after one year and then vest quarterly over the following three years. We measure the value of RSUs at fair value based on the number of shares granted and the quoted price of our common stock at the date of grant. We amortize the fair value, net of actual forfeitures, as stock-based compensation expense over the vesting term on a straight-line basis. In addition, we have a limited number of performance stock units ("PSUs"), for which we calculate the fair value using a Monte Carlo valuation model and amortized the fair value, net of actual forfeitures, as stock-based compensation over the vesting term, generally a two or three year period, on an accelerated basis. We record RSUs that may be settled by the holder in cash, rather than shares, as a liability and we remeasure these instruments at fair value at the end of each reporting period. Upon settlement of these awards, our total compensation expense recorded over the vesting period of the awards will equal the settlement amount, which is based on our stock price on the settlement date.
Stock Options. Our employee stock options consist of service based awards, some of which also have market-based vesting conditions. We measure the value of stock options issued or modified, including unvested options assumed in acquisitions, on the grant date (or modification or acquisition dates, if applicable) at fair value, using appropriate valuation techniques, including the Black-Scholes and Monte Carlo option pricing models, for awards that contain market-based vesting conditions. We amortize the fair value, net of actual forfeitures, over the remaining explicit vesting term in the case of service-
based awards and the longer of the derived service period or the explicit service period for awards with market conditions on a straight-line basis. In addition, we classify certain employee option awards as liabilities when we deem it not probable that the employees holding the awards will bear the risk and rewards of stock ownership for a reasonable period of time. Such options are revalued at the end of each reporting period and upon settlement our total compensation expense recorded from grant date to settlement date will equal the settlement amount. The majority of our stock options vest over four years.
Estimates of fair value are not intended to predict actual future events or the value ultimately realized by employees who receive these awards, and subsequent events are not indicative of the reasonableness of our original estimates of fair value.
Earnings Per Share
We compute basic earnings per share by taking net income or loss attributable to Expedia Group, Inc. available to common stockholders divided by the weighted average number of common and Class B common shares outstanding during the period excluding restricted stock and stock held in escrow. Diluted earnings per share include the potential dilution that could occur from stock-based awards and other stock-based commitments using the treasury stock or the as if converted methods, as applicable. For additional information on how we compute earnings per share, see NOTE 12 — Earnings Per Share.
Fair Value Recognition, Measurement and Disclosure
The carrying amounts of cash and cash equivalents and restricted cash and cash equivalents reported on our consolidated balance sheets approximate fair value as we maintain them with various high-quality financial institutions. The accounts receivable are short-term in nature and are generally settled shortly after the sale.
We disclose the fair value of our financial instruments based on the fair value hierarchy using the following three categories:
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 the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.
Certain Risks and Concentrations
Our business is subject to certain risks and concentrations including dependence on relationships with travel suppliers, primarily airlines and hotels, dependence on third-party technology providers, exposure to risks associated with online commerce security and payment related fraud. We also rely on global distribution system partners and third-party service providers for certain fulfillment services.
Financial instruments, which potentially subject us to concentration of credit risk, consist primarily of cash and cash equivalents. We maintain some cash and cash equivalents balances with financial institutions that are in excess of Federal Deposit Insurance Corporation insurance limits. Our cash and cash equivalents are primarily composed of term deposits as well as bank (both interest and non-interest bearing) account balances denominated in U.S. dollars, Euros, British pound sterling, Canadian dollar, Australian dollar, Japanese yen and Brazilian real.
Contingent Liabilities
We have a number of regulatory and legal matters outstanding, as discussed further in NOTE 15 — Commitments and Contingencies. Periodically, we review the status of all significant outstanding matters to assess the potential financial exposure. When (i) it is probable that an asset has been impaired or a liability has been incurred and (ii) the amount of the loss can be reasonably estimated, we record the estimated loss in our consolidated statements of operations. We provide disclosure in the notes to the consolidated financial statements for loss contingencies that do not meet both of these conditions if there is a reasonable possibility that a loss may have been incurred that would be material to the financial statements. Significant judgment is required to determine the probability that a liability has been incurred and whether such liability is reasonably estimable. We base accruals made on the best information available at the time which can be highly subjective. The final outcome of these matters could vary significantly from the amounts included in the accompanying consolidated financial statements.
Occupancy and Other Taxes
Some states and localities impose taxes (e.g. transient occupancy, accommodation tax, sales tax, and/or business privilege tax) on the use or occupancy of hotel accommodations or other traveler services. Generally, hotels collect taxes based on the room rate paid to the hotel and remit these taxes to the various tax authorities. When a customer books a room through one of our travel services, we collect a tax recovery charge from the customer which we pay to the hotel. We calculate the tax recovery charge by applying the applicable tax rate supplied to us by the hotels to the amount that the hotel has agreed to receive for the rental of the room by the consumer. In most jurisdictions, we do not collect or remit taxes, nor do we pay taxes to the hotel operator on the portion of the customer payment we retain. Some jurisdictions have questioned our practice in this regard. While the applicable tax provisions vary among the jurisdictions, we generally believe that we are not required to collect and remit such taxes. A limited number of taxing jurisdictions have made similar claims against Vrbo for tax amounts due on the rental amounts charged by owners of alternative accommodations properties or for taxes on Vrbo’s services. Vrbo is an intermediary between a traveler and a party renting a vacation property and we believe is similarly not liable for such taxes. We are engaged in discussions with tax authorities in various jurisdictions to resolve these issues. Some tax authorities have brought lawsuits or have levied assessments asserting that we are required to collect and remit tax. The ultimate resolution in all jurisdictions cannot be determined at this time. We have established a reserve for the potential settlement of issues related to hotel occupancy and other taxes when determined to be probable and estimable. See NOTE 15 — Commitments and Contingencies for further discussion.
Recently Adopted Accounting Policies
Measurement of Credit Losses on Financial Instruments. As of January 1, 2020, we adopted the Accounting Standards Updates (“ASU”) guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities, using the modified retrospective method. The new guidance replaced the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Upon adoption, this new guidance did not have a material impact on our consolidated financial statements and no cumulative-effect adjustment to retained earnings was made.
Cloud Computing Arrangements. As of January 1, 2020, we adopted the new ASU guidance on the accounting for implementation costs incurred for a cloud computing arrangement that is a service contract using the prospective method. The update conformed the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting guidance that provides for capitalization of costs incurred to develop or obtain internal-use-software. The adoption of this new guidance did not have a material impact on our consolidated financial statements.
Fair Value Measurements. As of January 1, 2020, we adopted the new ASU guidance related to the disclosure requirements on fair value measurements, which removed, modified or added certain disclosures using the prospective method. The adoption of this new guidance did not have a material impact on our consolidated financial statements.
Guarantor Financial Information. In March 2020, the SEC amended Rule 3-10 of Regulation S-X regarding financial disclosure requirements for registered debt offerings involving subsidiaries as either issuers or guarantors and affiliates whose securities are pledged as collateral. This new guidance narrows the circumstances that require separate financial statements of subsidiary issuers and guarantors and streamlines the alternative disclosures required in lieu of those statements. We adopted these amendments for the quarter ended March 31, 2020. Accordingly, combined summarized financial information has been presented only for the issuer and guarantors of our senior notes for the most recent fiscal year, and the location of the required disclosures has been removed from the Notes to the Consolidated Financial Statements and moved to Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Recent Accounting Policies Not Yet Adopted
Simplifying the Accounting for Income Taxes. In December 2019, the Financial Accounting Standards Board ("FASB") issued new guidance to simplify the accounting for income taxes. This new standard eliminates certain exceptions in current guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. For public business entities, this guidance is effective for interim or annual periods beginning after December 15, 2020. The adoption of this new guidance is not expected to have a material impact on our consolidated financial statements.
Investments - equity securities; Investments - Equity Method and Joint Ventures; Derivatives and Hedging. In January 2020, the FASB issued an accounting standards update which clarifies the interaction between the accounting for investments in equity securities, equity method investments and certain derivative instruments. The new standard is expected to reduce diversity in practice and increase comparability of the accounting for these interactions. The standards update is effective for
interim or annual periods beginning after December 15, 2020. The adoption of this new guidance is not expected to have a material impact on our consolidated financial statements. Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. In August 2020, the FASB issued an accounting standards update which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. Specifically, the standard simplifies accounting for convertible instruments by removing major separation models required under current GAAP, removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it, and simplifies the diluted earnings per share calculation in certain areas. The standards update is effective for interim or annual periods beginning after December 15, 2021. Early adoption is permitted for fiscal periods beginning after December 15, 2020 but the guidance must be adopted as of the beginning of the fiscal year. We plan to early adopt the guidance effective January 1, 2021 and do not expect the adoption to have a material impact on our consolidated financial statements.
v3.20.4
Fair Value Measurements
12 Months Ended
Dec. 31, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements
NOTE 3 — Fair Value Measurements
Financial assets measured at fair value on a recurring basis as of December 31, 2020 are classified using the fair value hierarchy in the table below:
TotalLevel 1Level 2
 (In millions)
Assets
Cash equivalents:
Money market funds$147 $147 $— 
Term deposits49 — 49 
U.S. treasury securities150 150 — 
Investments:
Term deposits24 — 24 
       Marketable equity securities123 123 — 
Total assets$493 $420 $73 
Liabilities
Derivatives:
       Foreign currency forward contracts$14 $— $14 

Financial assets measured at fair value on a recurring basis as of December 31, 2019 are classified using the fair value hierarchy in the table below:
TotalLevel 1Level 2
 (In millions)
Assets
Cash equivalents:
Money market funds$36 $36 $— 
Term deposits865 — 865 
U.S. treasury securities10 10 — 
Investments:
Term deposits526 — 526 
Marketable equity securities129 129 — 
Total assets$1,566 $175 $1,391 
Liabilities
Derivatives:
Foreign currency forward contracts$$— $
We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input.
We hold term deposit investments with financial institutions. Term deposits with original maturities of less than three months are classified as cash equivalents and those with remaining maturities of less than one year are classified within short-term investments.
As of December 31, 2020 and 2019, our cash and cash equivalents consisted primarily of U.S. treasury securities and term deposits with maturities of three months or less and bank account balances.

Our marketable equity securities consist of our investment in Despegar, a publicly traded company, which is included in long-term investments and other assets in our consolidated balance sheets. During the years ended December 31, 2020, 2019, and 2018, we recognized a loss of approximately $6 million, a gain of $10 million, and a loss of approximately $145 million, respectively, within other, net in our consolidated statements of operations related to the fair value changes of this equity investment.
We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. As of December 31, 2020, we were party to outstanding forward contracts hedging our liability exposures with a total net notional value of $1.4 billion. As of December 31, 2020 and 2019, we had net forward liabilities of $14 million ($23 million gross forward liability) and $8 million ($30 million gross forward liability) recorded in accrued expenses and other current liabilities. We recorded $74 million, $(8) million and $47 million in net gains (losses) from foreign currency forward contracts in 2020, 2019 and 2018.
Assets Measured at Fair Value on a Non-recurring Basis
Our non-financial assets, such as goodwill, intangible assets and property and equipment, as well as equity method investments, are adjusted to fair value when an impairment charge is recognized or the underlying investment is sold. Such fair value measurements are based predominately on Level 3 inputs. We measure our minority equity investments that do not have readily determinable fair values at cost less impairment, adjusted by observable price changes with changes recorded within other, net on our consolidated statements of operations.
Goodwill. Due to the severe and persistent negative effect COVID-19 has had on global economies, the travel industry and our business, as well as the uncertainty and high variability in anticipated versus actual rates of recovery, in addition to our annual assessment on October 1, 2020, we deemed it necessary to perform various interim assessments of goodwill. As a result of these assessments during 2020, we recognized goodwill impairment charges of $799 million, of which $559 million related to our Retail segment, primarily our Vrbo reporting unit, and $240 million related to our trivago segment.
Our assessments compared the fair value of the reporting units to their carrying value. The fair value estimates for all reporting units, except trivago, were based on a blended analysis of the present value of future discounted cash flows and market value approach, Level 3 inputs. The significant estimates used in the discounted cash flows model included our weighted average cost of capital, projected cash flows and the long-term rate of growth. Our assumptions were based on the actual historical performance of the reporting unit and took into account operating result trends, the anticipated duration of COVID-19 impacts and rates of recovery, and implied risk premiums based on market prices of our equity and debt as of the assessment dates. Our significant estimates in the market approach model included identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment and assessing comparable revenue and earnings multiples in estimating the fair value of the reporting unit. The fair value estimate for the trivago reporting unit was based on trivago’s stock price, a Level 1 input, adjusted for an estimated control premium. The excess of the reporting unit's carrying value over our estimate of the fair value was recorded as the goodwill impairment charge in each of the periods. As of December 31, 2020, the applicable reporting units within our Retail segment had $2.3 billion of goodwill remaining after these impairments and our trivago segment had $337 million of goodwill remaining.
During 2018, we recognized goodwill impairment charges of $86 million related to a reporting unit in our Retail segment. The charges resulted from sustained under-performance and a less optimistic outlook of the reporting unit, beginning in the second quarter of 2018 and deteriorating further into the fourth quarter of 2018. As a result, we performed an interim and annual quantitative assessment of goodwill for that reporting unit. The fair value estimates for both the interim and annual impairment tests were based on a blended analysis of the present value of future discounted cash flows and market value approach, Level 3 inputs as described above. The excess of the reporting unit's carrying value over our estimate of the fair value was recorded as the goodwill impairment charge in the respective periods. As of December 31, 2018, the applicable reporting unit had no remaining goodwill.
Intangible Assets. During 2020, we recognized intangible asset impairment charges of $175 million within our Retail segment, of which $119 million related to indefinite-lived trade names as a result of changes in the estimated future revenues of the related brands as well as $35 million related to definite-lived intangible assets and $21 million related to other long-lived assets.
The indefinite-lived intangible assets, classified as Level 3 measurements, were valued using the relief-from-royalty method, which includes unobservable inputs, including projected revenues and royalty rates, which ranged from 2% to 8% with a weighted average royalty rate of 7%. For definite-lived intangible assets, classified as Level 3 measurements, we compared the estimated future, net undiscounted cash flows, which included key inputs such as rates of growth and profitability of our business as well as incremental net working capital, to the long-lived asset’s carrying amount. As discussed further in NOTE 16 – Acquisitions, Other Investments and Divestitures, during the third quarter of 2020, we met the criteria to recognize certain smaller businesses within our Retail segment as held-for-sale. As such, we remeasured the disposal groups at fair value, less costs to sell, which is considered a Level 3 measurement and was based on each transaction’s estimated consideration as of the date of close.
During 2018, we recognized an intangible impairment charge of $42 million in conjunction with the annual impairment testing of goodwill and intangible assets on October 1, 2018. The impairment charge was related to an indefinite-lived trade name within our Retail segment and resulted from changes in estimated future revenues of the related brand. The asset, classified as Level 3 measurement, was written down to $27 million based on valuation using the relief-from-royalty method, which includes unobservable inputs, including royalty rates and projected revenues. In conjunction with the impairment, we reclassified the remainder to a definite-lived asset to be amortized over eight years.
The full duration and total impact of COVID-19 remains uncertain and it is difficult to predict how the recovery will unfold (in general and versus our expectations) for global economies, the travel industry or our business. Additionally, as the stock of our trivago segment is publicly traded, it is difficult to predict market dynamics and the extent or duration of any stock price declines. As a result, we may continue to record impairment charges in the future due to the potential long-term economic impact and near-term financial impacts of the COVID-19 pandemic.
Minority Investments without Readily Determinable Fair Values. As of December 31, 2020 and 2019, the carrying values of our minority investments without readily determinable fair values totaled $330 million and $467 million. During 2020, we recorded $134 million of losses related to a minority investment, which had recent observable and orderly transactions for similar investments, using an option pricing model that utilizes judgmental inputs such as discounts for lack of marketability and estimated exit event timing. During 2019, we recorded $2 million of losses related to the minority investments. During 2018, we recorded $33 million of gains related to these minority investments, which had recent observable and orderly transactions for similar investments. As of December 31, 2020, total cumulative adjustments made to the initial cost basis of these investments included $2 million in unrealized upward adjustments and $105 million in unrealized downward adjustments (including impairments).
v3.20.4
Property and Equipment, Net
12 Months Ended
Dec. 31, 2020
Property, Plant and Equipment [Abstract]  
Property and Equipment, Net
NOTE 4 — Property and Equipment, Net
Our property and equipment consists of the following:
 December 31,
 20202019
 (In millions)
Capitalized software development$3,374 $2,947 
Computer equipment617 643 
Furniture and other equipment128 114 
Buildings and leasehold improvements1,230 688 
Land146 129 
5,495 4,521 
Less: accumulated depreciation(3,289)(2,833)
Projects in progress51 510 
Property and equipment, net$2,257 $2,198 
As of December 31, 2020 and 2019, our recorded capitalized software development costs, net of accumulated amortization, which have been placed in service were $898 million and $893 million. For the years ended December 31, 2020, 2019 and 2018, we recorded amortization of capitalized software development costs of $593 million, $556 million and $479 million included in depreciation and amortization expense.
As of December 31, 2020, 2019 and 2018, we had $9 million, $34 million and $55 million, respectively, included in accounts payable for the acquisition of property and equipment, which is considered a non-cash investing activity in the consolidated statements of cash flows.
v3.20.4
Leases
12 Months Ended
Dec. 31, 2020
Leases [Abstract]  
Leases
NOTE 5 – Leases
We have operating leases for office space and data centers. Our leases have remaining lease terms of one year to 17 years, some of which include options to extend the leases for up to ten years, and some of which include options to terminate the leases within one year.
Operating lease costs were $159 million and $170 million for the years ended December 31, 2020 and 2019, respectively. Under the lease accounting guidance in effect for the year ended December 31, 2018, rent expense was $182 million, which included operating lease costs as well as expense for non-lease components such as common area maintenance.
Supplemental cash flow information related to leases were as follows:
Year ended
December 31,
20202019
(In millions)
Cash paid for amounts included in the measurement of lease liabilities:
   Operating cash flows for operating lease payments$139 $152 
Right-of-use assets obtained in exchange for lease obligations:
   Operating leases117 183 
Supplemental consolidated balance sheet information related to leases were as follows:
December 31, 2020December 31, 2019
(in millions)
Operating lease right-of-use assets$574 $611 
Current lease liabilities, included within Accrued expenses and other current liabilities$126 $119 
Long-term lease liabilities, included within Operating lease liabilities 513 532 
   Total operating lease liabilities$639 $651 
Weighted average remaining lease term8.8 years8.8 years
Weighted average discount rate3.6 %3.5 %
Maturities of lease liabilities are as follows:
Operating Leases
(in millions)
Year ending December 31,
2021$147 
2022109 
202382 
202466 
202557 
2026 and thereafter289 
Total lease payments750 
Less: imputed interest(111)
Total$639 
As of December 31, 2020, our additional operating lease payments, primarily for corporate offices, that have not yet commenced were not material.
v3.20.4
Goodwill and Intangible Assets, Net
12 Months Ended
Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, Net
NOTE 6 — Goodwill and Intangible Assets, Net
The following table presents our goodwill and intangible assets as of December 31, 2020 and 2019: 
 December 31,
 20202019
 (In millions)
Goodwill$7,380 $8,127 
Intangible assets with indefinite lives1,183 1,284 
Intangible assets with definite lives, net332 520 
$8,895 $9,931 
Impairment Assessments. We perform our annual assessment of possible impairment of goodwill and indefinite-lived intangible assets as of October 1, or more frequently if events and circumstances indicate that an impairment may have occurred.
During 2020, due to the severe and persistent negative effect COVID-19 had on global economies, the travel industry and our business, as well as the uncertainty and high variability in anticipated versus actual rates of recovery, in addition to our annual assessment, we deemed it necessary to perform various interim assessments of goodwill and intangible assets. As a result of these assessments, we recognized goodwill impairment charges of $799 million, of which $559 million related to our Retail segment, primarily our Vrbo reporting unit, and $240 million related to our trivago segment. We also incurred impairment charges of $175 million related to intangible assets with both indefinite-lives and definite lives, primarily within our Retail segment.
During 2019, we had no impairments of goodwill or intangible assets with indefinite-lives. During 2018, we incurred impairment charges related to intangible assets with indefinite-lives of $42 million and goodwill of $86 million both within our Retail segment.
Goodwill. The following table presents the changes in goodwill by reportable segment:
RetailB2BtrivagoTotal
 (In millions)
Balance as of January 1, 2019$7,028 $531 $561 $8,120 
Additions21 — — 21 
Foreign exchange translation and other— (2)(12)(14)
Balance as of December 31, 20197,049 529 549 8,127 
Impairment charges(559)— (240)(799)
Foreign exchange translation and other15 28 52 
Balance as of December 31, 2020$6,505 $538 $337 $7,380 
As of December 31, 2020, accumulated goodwill impairment losses in total were $3.4 billion of which $3.1 billion was associated with our Retail segment and $240 million was associated with our trivago segment. As of December 31, 2019, accumulated goodwill impairment losses in total were $2.6 billion, which was associated with our Retail segment.
Indefinite-lived Intangible Assets. Our indefinite-lived intangible assets relate principally to trade names and trademarks acquired in various acquisitions.
Intangible Assets with Definite Lives. The following table presents the components of our intangible assets with definite lives as of December 31, 2020 and 2019:
 December 31, 2020December 31, 2019
 CostAccumulated
Amortization
NetCostAccumulated
Amortization
Net
 (In millions)
Customer relationships$638 $(540)$98 $658 $(499)$159 
Supplier relationships661 (556)105 651 (483)168 
Domain names173 (133)40 183 (109)74 
Other1,075 (986)89 1,092 (973)119 
Total$2,547 $(2,215)$332 $2,584 $(2,064)$520 
Amortization expense was $154 million, $198 million and $283 million for the years ended December 31, 2020, 2019 and 2018. The estimated future amortization expense related to intangible assets with definite lives as of December 31, 2020, assuming no subsequent impairment of the underlying assets, is as follows, in millions:
2021$102 
202288 
202353 
202449 
202533 
2026 and thereafter
Total$332 
v3.20.4
Debt
12 Months Ended
Dec. 31, 2020
Debt Disclosure [Abstract]  
Debt
NOTE 7 — Debt
The following table sets forth our outstanding debt:
 December 31,
 20202019
 (In millions)
5.95% senior notes due 2020
$— $749 
2.5% (€650 million) senior notes due 2022
798 725 
3.6% senior notes due 2023
496 — 
4.5% senior notes due 2024
497 497 
6.25% senior notes due 2025
1,972 — 
7.0% senior notes due 2025
740 — 
5.0% senior notes due 2026
744 743 
4.625% senior notes due 2027
743 — 
3.8% senior notes due 2028
993 992 
3.25% senior dues due 2030
1,233 1,232 
Total debt(1)
8,216 4,938 
Current maturities of long-term debt— (749)
Long-term debt, excluding current maturities
$8,216 $4,189 
___________________________________
(1)Net of discounts and debt issuance costs.
Current Maturities of Long-term Debt
In August 2020, our $750 million in registered senior unsecured notes that bore interest at 5.95% matured and the balance was repaid.
Long-term Debt
July 2020 Senior Note Private Placements. In July 2020, we privately placed the following senior notes:
$500 million of senior unsecured notes that are due in December 2023 that bear interest at 3.6% (the “3.6% Notes”). The 3.6% Notes were issued at a price of 99.922% of the aggregate principal amount. Interest is payable semi-annually in arrears in June and December of each year, beginning December 15, 2020. We may redeem some or all of the 3.6% Notes at any time prior to November 15, 2023 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 3.6% Notes on or after November 15, 2023 at par plus accrued and unpaid interest, if any.
$750 million of senior unsecured notes that are due in August 2027 that bear interest at 4.625% (the “4.625% Notes”). The 4.625% Notes were issued at a price of 99.997% of the aggregate principal amount. Interest is payable semi-annually in arrears in February and August of each year, beginning February 1, 2021. We may redeem some or all of the 4.625% Notes at any time prior to May 1, 2027 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 4.625% Notes on or after May 1, 2027 at par plus accrued and unpaid interest, if any.
We also entered into a registration rights agreement with respect to the 3.6% Notes and the 4.625% Notes (together, the “July 2020 Notes”), under which we agreed to use commercially reasonable best efforts to file a registration statement to permit the exchange of the July 2020 Notes for registered notes having the same financial terms and covenants, and cause such registration statement to become effective and complete the related exchange offer within 365 days of the issuance of the July 2020 Notes. If we fail to satisfy certain of its obligations under the registration rights agreement, we will be required to pay additional interest of 0.25% per annum to the holders of the July 2020 Notes until such failure is cured.
May 2020 Senior Note Private Placements. In May 2020, we privately placed the following senior notes:
$2 billion of senior unsecured notes that are due in May 2025 that bear interest at 6.25% (the “6.25% Notes”). The 6.25% Notes were issued at a price of 100% of the aggregate principal amount. Interest is payable semi-annually in arrears in May and November of each year, beginning November 1, 2020. We may redeem some or all of the 6.25% Notes at any time prior to February 1, 2025 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 6.25% Notes on or after February 1, 2025 at par plus accrued and unpaid interest, if any.
$750 million of senior unsecured notes that are due in May 2025 that bear interest at 7.0% (the “7.0% Notes”). The 7.0% Notes were issued at a price of 100% of the aggregate principal amount. Interest is payable semi-annually in arrears in May and November of each year, beginning November 1, 2020. We may redeem some or all of the 7.0% Notes at any time prior to May 1, 2022 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 7.0% Notes on or after May 1, 2022 at specified redemption prices set forth in the 7.0% Indenture, plus accrued and unpaid interest, if any. In addition, at any time or from time to time prior to May 1, 2022, we may redeem up to 40% of the aggregate principal amount of the 7.0% Notes with the net proceeds of certain equity offerings at the specified redemption price described in the 7.0% Indenture plus accrued and unpaid interest, if any.
Previous Senior Note Issuances. In prior years, we have issued the following senior notes:
Euro 650 million of registered senior unsecured notes that are due in June 2022 that bear interest at 2.5% (the “2.5% Notes”). The 2.5% Notes were issued at 99.525% of par resulting in a discount, which is being amortized over their life. Interest is payable annually in arrears in June of each year. We may redeem the 2.5% Notes at our option, at whole or in part, at any time or from time to time. If we elect to redeem the 2.5% Notes prior to March 3, 2022, we may redeem them at a specified “make-whole” premium. If we elect to redeem the 2.5% Notes on or after March 3, 2022, we may redeem them at a redemption price of 100% of the principal plus accrued and unpaid interest. Subject to certain limited exceptions, all payments of interest and principal for the 2.5% Notes will be made in Euros.
$500 million of registered senior unsecured notes that are due in August 2024 that bear interest at 4.5% (the “4.5% Notes”). The 4.5% Notes were issued at 99.444% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in February and August of each year. We may redeem the 4.5% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 4.5% Notes prior to May 15, 2024, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 4.5% Notes on or after May 15, 2024, we may redeem them at a redemption price of 100% of the principal plus accrued interest.
$750 million of registered senior unsecured notes that are due in February 2026 that bear interest at 5.0% (the “5.0% Notes”). The 5.0% Notes were issued at 99.535% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 5.0% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 5.0% Notes prior to November 12, 2025, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 5.0% Notes on or after November 12, 2025, we may redeem them at a redemption price of 100% of the principal plus accrued interest.
$1 billion of registered senior unsecured notes that are due in February 2028 that bear interest at 3.8% (the "3.8% Notes"). The 3.8% Notes were issued at 99.747% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 3.8% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 3.8% Notes prior to November 15, 2027, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 3.8% Notes on or after November 15, 2027, we may redeem them at a redemption price of 100% of the principal plus accrued interest.
$1.25 billion of privately placed senior unsecured notes that are due in February 2030 and bear interest at 3.25% (the “3.25% Notes”). In February 2020, we completed an offer to exchange these notes for registered notes having substantially the same financial terms and covenants as the original notes (the unregistered and registered notes
collectively, the “3.25% Notes”). The 3.25% Notes were issued at 99.225% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year, beginning February 15, 2020. We may redeem the 3.25% Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 3.25% Notes prior to November 15, 2029, we may redeem them at a redemption price of 100% of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 3.25% Notes on or after November 15, 2029, we may redeem them at a redemption price of 100% of the principal plus accrued interest.
All of our outstanding senior notes (collectively the “Notes”) are senior unsecured obligations issued by Expedia Group and guaranteed by certain domestic Expedia Group subsidiaries. The Notes rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations of Expedia Group and the guarantor subsidiaries. In addition, the Notes include covenants that limit our ability to (i) create certain liens, (ii) enter into sale/leaseback transactions and (iii) merge or consolidate with or into another entity or transfer substantially all of our assets. Accrued interest related to the Notes was $110 million and $76 million as of December 31, 2020 and December 31, 2019. The Notes are redeemable in whole or in part, at the option of the holders thereof, upon the occurrence of certain change of control triggering events at a purchase price in cash equal to 101% of the principal plus accrued and unpaid interest.
The total estimated fair value of our Notes was approximately $9.1 billion and $5.1 billion as of December 31, 2020 and December 31, 2019. The fair value was determined based on quoted market prices in less active markets and is categorized as Level 2 in the fair value hierarchy.
Credit Facilities
Revolving Credit Facility. As of December 31, 2019, Expedia Group maintained a $2 billion unsecured revolving credit facility with a group of lenders, which was unconditionally guaranteed by certain domestic Expedia Group subsidiaries that were the same as under the Notes and expired in May 2023. The facility contained covenants including maximum leverage and minimum interest coverage ratios. As of December 31, 2019, we had no revolving credit facility borrowings outstanding. On March 18, 2020, we borrowed $1.9 billion under the revolving credit facility.
Effective May 5, 2020, the revolving credit facility was amended and restated (the “Amended Credit Facility”) to, among other things:
suspend the maximum leverage ratio covenant until December 31, 2021;
increase the maximum permissible leverage ratio (once such covenant is reinstated) until March 31, 2023 (at which time the maximum permissible leverage ratio will return to the level in effect immediately prior to effectiveness of the Amended Credit Facility);
eliminate the covenant imposing a minimum interest coverage ratio and add a covenant regarding minimum liquidity; as well as
to make certain other amendments to the affirmative and negative covenants therein.
Obligations under the Amended Credit Facility are secured by substantially all of the assets of the Company and its subsidiaries that guarantee the Amended Credit Facility (subject to certain exceptions, including for our new headquarters located in Seattle, WA) up to the maximum amount permitted under the indentures governing the Notes without securing such Notes. Aggregate commitments under the Amended Credit Facility initially totaled $2 billion, and mature on May 31, 2023.
Loans under the Amended Credit Facility bear interest (A) in the case of eurocurrency loans, at rates ranging from (i) prior to December 31, 2021, 2.25% per annum and (ii) on and after December 31, 2021, or prior to such date for each quarter that the leverage ratio, as of the end of the most recently ended fiscal quarter for which financial statements have been delivered, calculated on an annualized basis using consolidated EBITDA for the two most recently ended fiscal quarters included in such financial statements multiplied by two, is not greater than 5.00:1.00, from 1.00% to 1.75% depending on the Company’s credit ratings, and (B) in the case of base rate loans, at rates (i) prior to December 31, 2021, 1.25% per annum and (ii) on and after December 31, 2021, or prior to such date if the leverage ratio condition referred to above is satisfied, from 0.00% to 0.75% per annum depending on the Company’s credit ratings.
The amount of stand-by letters of credit (“LOC”) issued under the prior credit facility as well as the Amended Credit Facility reduced the credit amount available. As of December 31, 2020 and December 31, 2019, there was $13 million and $16 million of outstanding stand-by LOCs issued under the facilities.
On August 5, 2020, the Amended Credit Facility was further amended in order to, among other things, make changes to certain provisions of the Amended Credit Facility to conform to the corresponding provisions in the Foreign Credit Facility described below.
Foreign Credit Facility. Pursuant to the terms of the Amended Credit Facility, on August 5, 2020, the Company and Expedia Group International Holdings III, LLC, as borrower (the “Borrower”), entered into that Credit Agreement (as amended,
supplemented or otherwise modified from time to time, the “Foreign Credit Facility”) with a group of lenders. Obligations under the Foreign Credit Facility are unsecured. Such obligations are guaranteed by the Company, its subsidiaries that guarantee obligations under the Amended Credit Agreement, as mentioned above, and the Second Amendment, dated as of August 5, 2020, as mentioned below, and certain of the Company’s additional subsidiaries (collectively, the “Guarantors”).
Aggregate commitments under the Foreign Credit Facility total $855 million, and mature on May 31, 2023. Substantially concurrently with the establishment of the Foreign Credit Facility, the Company reduced commitments under the Amended Credit Facility in an amount equal to $855 million and prepaid indebtedness under the Amended Credit Facility in an amount equal to $772 million, which was then outstanding under the Foreign Credit Facility.
Loans under the Foreign Credit Facility bear interest at a rate equal to an index rate plus a margin (A) in the case of eurocurrency loans, (i) prior to December 31, 2021, equal to 2.50% per annum and (ii) on and after December 31, 2021, or prior to such date for each quarter that the leverage ratio, as of the end of the most recently ended fiscal quarter for which financial statements have been delivered, calculated on an annualized basis using consolidated EBITDA for the two most recently ended fiscal quarters included in such financial statements multiplied by two, is not greater than 5.00:1.00, ranging from 1.25% to 2.00% per annum, depending on the Company’s credit ratings, and (B) in the case of base rate loans, (i) prior to December 31, 2021, equal to 1.50% per annum and (ii) on and after December 31, 2021, or prior to such date if the leverage ratio condition referred to above is satisfied, ranging from 0.25% to per 1.00% annum, depending on the Company’s credit ratings.
The covenants, events of default and other terms and conditions in the Foreign Credit Facility are substantially similar to those in the Amended Credit Facility, but include additional limitations on the Borrower and certain other entities that are not obligors under the Amended Credit Facility.
Subsidiary Credit Facility. In addition, as of December 31, 2020, one of our international subsidiaries maintained a Euro 50 million uncommitted credit facility, which was guaranteed by Expedia Group. The facility was terminated in January 2021.
Outstanding Borrowings. In August 2020, the Company repaid the outstanding amount of $772 million on the Foreign Credit Facility as well as $478 million under the Amended Credit Facility. In December 2020, we repaid the remaining $650 million under the Amended Credit Facility. As of December 31, 2020, there were no borrowings outstanding under either facility. As of December 31, 2020 and December 31, 2019, there were no borrowings outstanding on the subsidiary credit facility.
v3.20.4
Employee Benefit Plans
12 Months Ended
Dec. 31, 2020
Postemployment Benefits [Abstract]  
Employee Benefit Plans Employee Benefit PlansOur U.S. employees are generally eligible to participate in a retirement and savings plan that qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute up to 50% of their pretax salary, but not more than statutory limits. We contribute fifty cents for each dollar a participant contributes in this plan, with a maximum contribution of 3% of a participant’s earnings. Our contribution vests with the employee after the employee completes two years of service. Effective June 1, 2020, as part of cost-saving steps resulting from the business impact of COVID-19, the Expedia Retirement Savings Plan was amended to eliminate matching contributions. Matching contributions were subsequently reinstated effective December 1, 2020. Participating employees have the option to invest in our common stock, but there is no requirement for participating employees to invest their contribution or our matching contribution in our common stock. We also have various defined contribution plans for our international employees. Our contributions to these benefit plans were $63 million, $81 million and $70 million for the years ended December 31, 2020, 2019 and 2018.
v3.20.4
Stock-Based Awards and Other Equity Instruments
12 Months Ended
Dec. 31, 2020
Share-based Payment Arrangement [Abstract]  
Stock-Based Awards and Other Equity Instruments
NOTE 9 — Stock-Based Awards and Other Equity Instruments
Pursuant to the Amended and Restated Expedia Group, Inc. 2005 Stock and Annual Incentive Plan, we may grant restricted stock, restricted stock awards, RSUs, stock options and other stock-based awards to directors, officers, employees and consultants. As of December 31, 2020, we had approximately 14 million shares of common stock reserved for new stock-based awards under the 2005 Stock and Annual Incentive Plan. We issue new shares to satisfy the exercise or release of stock-based awards. During 2019, we started issuing RSUs as our primary form of stock-based compensation, which vest 25% after one year and then vest quarterly over the following three years. During 2018, an equity choice program existed for annual awards that allowed for the choice of stock options or RSUs with certain limitations.
The following table presents a summary of RSU activity:
RSUsWeighted Average
Grant-Date Fair
Value
 (In thousands) 
Balance as of January 1, 20181,941 $120.19 
Granted1,821 107.37 
Vested(615)118.41 
Cancelled(386)113.55 
Balance as of December 31, 20182,761 113.12 
Granted2,937 121.39 
Vested(952)114.33 
Cancelled(616)117.54 
Balance as of December 31, 20194,130 117.05 
Granted (1)
3,802 94.70 
Vested(1,531)118.99 
Cancelled(1,116)108.88 
Balance as of December 31, 20205,285 101.93 
___________________________________
(1)Includes 0.3 million target level performance share units granted.
The total market value of shares vested during the years ended December 31, 2020, 2019 and 2018 was $172 million, $117 million and $68 million.
The following table presents a summary of our stock option activity:
OptionsWeighted Average
Exercise Price
Remaining
Contractual Life
Aggregate
Intrinsic Value
 (In thousands) (In years)(In millions)
Balance as of January 1, 201815,653 $95.23 
Granted5,342 104.72 
Exercised(2,098)71.36 
Cancelled(1,197)107.26 
Balance as of December 31, 201817,700 100.11 
Granted31 123.31 
Exercised(3,370)85.04 
Cancelled(1,246)111.31 
Balance as of December 31, 201913,115 102.97 
Granted— — 
Exercised(3,225)95.36 
Cancelled(1,194)103.29 
Balance as of December 31, 20208,696 105.75 2.7$238 
Exercisable as of December 31, 20206,043 103.59 2.2177 
Vested and expected to vest after December 31, 20208,696 105.75 2.7238 
The aggregate intrinsic value of outstanding options shown in the stock option activity table above represents the total pretax intrinsic value at December 31, 2020, based on our closing stock price of $132.40 as of the last trading date in 2020. The total intrinsic value of stock options exercised was $74 million, $145 million and $107 million for the years ended December 31, 2020, 2019 and 2018.
There were no options granted during the year ended December 31, 2020 and options granted in 2019 were immaterial. The fair value of stock options granted during the year ended December 31, 2018 were estimated at the date of grant using appropriate valuation techniques, including the Black-Scholes and Monte Carlo option-pricing models, assuming the following weighted average assumptions:
2018
Risk-free interest rate2.47 %
Expected volatility32.81 %
Expected life (in years)3.80
Dividend yield1.11 %
Weighted-average estimated fair value of options granted during the year$24.97 
In 2020, 2019 and 2018, we recognized total stock-based compensation expense of $205 million, $241 million and $203 million. The total income tax benefit related to stock-based compensation expense was $44 million, $55 million and $39 million for 2020, 2019 and 2018. We capitalized $36 million, $30 million and $24 million of stock-based compensation expense associated with the cost of developing internal-use software in 2020, 2019 and 2018.
Cash received from stock-based award exercises for the years ended December 31, 2020 and 2019 was $301 million and $284 million. Total current income tax benefits during the years ended December 31, 2020 and 2019 associated with the exercise of stock-based awards held by our employees were $1 million and $60 million.
As of December 31, 2020, there was approximately $462 million of unrecognized stock-based compensation expense related to unvested stock-based awards, which is expected to be recognized in expense over a weighted-average period of 2.47 years.
Employee Stock Purchase Plan
We have an Employee Stock Purchase Plan (“ESPP”), which allows shares of our common stock to be purchased by eligible employees at three-month intervals at 85% of the fair market value of the stock on the last day of each three-month period. Eligible employees were allowed to contribute up to 10% of their base compensation. Effective August 1, 2020, eligible employees are allowed to contribute up to 15% of their base compensation. During 2020, 2019 and 2018, approximately 212,000, 171,000, and 170,000 shares were purchased under this plan for an average price of $84.89, $99.41 and $101.26 per share. As of December 31, 2020, we have reserved approximately 0.4 million shares of our common stock for issuance under the ESPP.
v3.20.4
Income Taxes
12 Months Ended
Dec. 31, 2020
Income Tax Disclosure [Abstract]  
Income Taxes
NOTE 10 — Income Taxes
The following table summarizes our U.S. and foreign income (loss) before income taxes:
 Year Ended December 31,
 202020192018
 (In millions)
U.S.$(2,354)$172 $32 
Foreign(797)603 453 
Total$(3,151)$775 $485 
Provision for Income Taxes
The following table summarizes our provision for income taxes:
 Year Ended December 31,
 202020192018
  (In millions) 
Current income tax (benefit) expense:
U.S. federal$(31)$76 $186 
State— 20 42 
Foreign96 198 167 
Current income tax expense65 294 395 
Deferred income tax (benefit) expense:
U.S. federal(315)(53)(273)
State(65)(9)(25)
Foreign(108)(29)(10)
Deferred income tax (benefit) expense(488)(91)(308)
Income tax (benefit) expense$(423)$203 $87 
We reduced our current income tax payable by $1 million, $60 million and $34 million for the years ended December 31, 2020, 2019 and 2018 for tax deductions attributable to stock-based compensation.
Deferred Income Taxes
As of December 31, 2020 and 2019, the significant components of our deferred tax assets and deferred tax liabilities were as follows:
 December 31,
 20202019
 (In millions)
Deferred tax assets:
Provision for accrued expenses$91 $100 
Deferred loyalty rewards180 183 
Net operating loss and tax credit carryforwards654 100 
Stock-based compensation70 86 
Property and equipment54 102 
Operating lease liabilities135 136 
Other172 72 
Total deferred tax assets1,356 779 
Less valuation allowance(216)(77)
Net deferred tax assets$1,140 $702 
Deferred tax liabilities:
Goodwill and intangible assets(422)(485)
Operating lease ROU assets(126)(128)
Total deferred tax liabilities$(548)$(613)
Net deferred tax assets$592 $89 
As of December 31, 2020, we had U.S. federal, state, and foreign net operating loss carryforwards (“NOLs”) of approximately $1.8 billion, $733 million and $1.4 billion. U.S. federal NOLs of $1.8 billion may be carried forward indefinitely, and U.S. federal NOLs of $20 million expire at various times starting from 2034. State NOLs of $110 million may be carried forward indefinitely, and state NOLs of $623 million expire at various times starting from 2021. Foreign NOLs of $272 million may be carried forward indefinitely, and foreign NOLs of $1.1 billion expire at various times starting from 2021.
As of December 31, 2020, we have a valuation allowance of approximately $216 million related to certain tax attribute carryforwards for which it is more likely than not the tax benefits will not be realized. The valuation allowance increased by $139 million from the amount recorded as of December 31, 2019 primarily due to the absence of potential capital gains necessary to use capital loss carryforwards. The amount of the deferred tax asset considered realizable, however, may be adjusted if estimates of future taxable income increase, taxable income of the appropriate character is forecasted, capital gains are realized or if objective negative evidence in the form of cumulative GAAP losses is no longer present and additional weight may be given to subjective evidence such as our projections for growth.
Due to the one-time transition tax on the deemed repatriation of post-1986 undistributed foreign subsidiary earnings and profits in 2017, the majority of previously unremitted earnings have been subjected to U.S. federal income tax. To the extent the repatriation resulted in differences between the GAAP and tax carrying values of Expedia Group’s investment in foreign subsidiaries whose offshore earnings are not indefinitely reinvested, or to the extent future distributions from these subsidiaries will be taxable, a deferred tax liability has been accrued. The amount of undistributed earnings in foreign subsidiaries where the foreign subsidiary has or will invest undistributed earnings indefinitely outside of the United States, and for which future distributions could be taxable, was $85 million as of December 31, 2020. The unrecognized deferred tax liability related to the U.S. federal income tax consequences of these earnings was $22 million as of December 31, 2020. 
Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate
A reconciliation of amounts computed by applying the U.S. federal statutory income tax rate to income before income taxes to total income tax expense is as follows:
 Year Ended December 31,
 202020192018
  (In millions) 
Income tax (benefit) expense at the U.S. federal statutory rate of 21%$(662)$163 $102 
Foreign tax rate differential16 40 (42)
U.S. federal research and development credit(24)(25)(23)
Excess tax benefits related to stock-based compensation(13)(10)
Unrecognized tax benefits and related interest36 17 23 
Change in valuation allowance139 (3)
Return to provision true-ups(20)(12)(7)
trivago stock-based compensation
State taxes(48)22 11 
Non-deductible goodwill impairment170 — 16 
Deferral of capital losses(53)— — 
Global intangible low-taxed income— — 13 
Foreign-derived intangible income— (14)(38)
Other, net12 21 27 
Income tax (benefit) expense$(423)$203 $87 
Our effective tax rate for 2020 was lower than the 21% U.S. federal statutory income tax rate due to valuation allowances and nondeductible impairments measured against a pre-tax loss. Our effective tax rate for 2019 was higher than the 21% U.S. federal statutory income tax rate due to state income taxes, foreign income taxed at higher than the U.S. federal statutory tax rate, as well as losses in foreign jurisdictions for which we did not record a tax benefit. Our effective tax rate for 2018 was lower than the 21% U.S. federal statutory income tax rate due to earnings in foreign jurisdictions, primarily Switzerland, where the statutory income tax rate is lower, as well as excess tax benefits relating to stock-based payments, and foreign-derived intangible income.
Unrecognized Tax Benefits and Interest
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits and interest is as follows:
202020192018
  (In millions) 
Balance, beginning of year$305 $293 $261 
Increases to tax positions related to the current year16 12 24 
Increases to tax positions related to prior years18 
Decreases to tax positions related to prior years(2)— — 
Reductions due to lapsed statute of limitations(4)(2)(2)
Settlements during current year— (11)— 
Interest and penalties12 
Balance, end of year$345 $305 $293 
As of December 31, 2020, we had $345 million of gross unrecognized tax benefits, $219 million of which, if recognized, would affect the effective tax rate. As of December 31, 2019, we had $305 million of gross unrecognized tax benefits, $188 million of which, if recognized, would affect the effective tax rate. As of December 31, 2018, we had $293 million of gross unrecognized tax benefits, $180 million of which, if recognized, would affect the effective tax rate.
As of December 31, 2020 and 2019, total gross interest and penalties accrued was $49 million and $37 million, respectively. We recognized interest expense of $12 million in 2020 and $8 million in 2019 as well as 2018 in connection with our unrecognized tax benefits.
The Company is routinely audited by U.S. federal, state, local and foreign income tax authorities. These audits include questioning the timing and amount of income and deductions, and the allocation of income and deductions among various tax jurisdictions. The Internal Revenue Service ("IRS") is currently examining Expedia Group’s consolidated U.S. federal income tax returns for the periods ended December 31, 2011 through December 31, 2016. The Company has consented to an extension of the statute of limitations, until September 30, 2021 related to the 2011 to 2013 tax years, and until December 31, 2021 related to the 2014 to 2016 tax years. As of December 31, 2020, for the Expedia Group, Inc. and Subsidiaries group, statute of limitations for tax years 2011 through 2019 remain open to examination in the U.S. federal jurisdiction and most state jurisdictions. For the HomeAway and Orbitz groups, the tax years 2001 through 2015 remain subject to examination in the U.S. federal and most state jurisdictions due to NOL carryforwards.
During the fourth quarter of 2019, the Internal Revenue Service (“IRS”) issued final adjustments related to transfer pricing with our foreign subsidiaries for our 2011 to 2013 tax years. The proposed adjustments would increase our U.S. taxable income by $696 million, which would result in U.S. federal tax of approximately $244 million, subject to interest. We do not agree with the position of the IRS. We filed a protest with the IRS for our 2011 to 2013 tax years and Appeals returned the case to Exam for further review. We are also under examination by the IRS for our 2014 to 2016 tax years. Subsequent years remain open to examination by the IRS. We do not anticipate a significant impact to our gross unrecognized tax benefits within the next 12 months related to these years.
v3.20.4
Capital Stock
12 Months Ended
Dec. 31, 2020
Equity [Abstract]  
Capital Stock
NOTE 11 — Capital Stock
Common Stock and Class B Common Stock
Our authorized common stock consists of 1.6 billion shares of common stock with par value of $0.0001 per share, and 400 million shares of Class B common stock with par value of $0.0001 per share. Both classes of common stock qualify for and share equally in dividends, if declared by our Board of Directors, and generally vote together on all matters. Common stock is entitled to 1 vote per share and Class B common stock is entitled to 10 votes per share. Holders of common stock, voting as a single, separate class are entitled to elect 25% of the total number of directors. Class B common stockholders may, at any time, convert their shares into common stock, on a one for one share basis. Upon conversion, the Class B common stock is retired and is not available for reissue. In the event of liquidation, dissolution, distribution of assets or winding-up of Expedia Group, Inc., the holders of both classes of common stock have equal rights to receive all the assets of Expedia Group, Inc. after the rights of the holders of the preferred stock, if any, have been satisfied.
Preferred Stock and Warrants
On May 5, 2020, we completed the sale of Series A Preferred Stock (as defined below) and warrants (the “Warrants”) to purchase our common stock (“Common Stock”) to AP Fort Holdings, L.P., an affiliate of Apollo Global Management, Inc. (the “Apollo Purchaser”) and SLP Fort Aggregator II, L.P. and SLP V Fort Holdings II, L.P., affiliates of Silver Lake Group, L.L.C. (the “Silver Lake Purchasers”) pursuant to the Company’s previously announced Investment Agreements, dated as of April 23, 2020, with the Apollo Purchaser and the Silver Lake Purchasers (together, the “Investment Agreements”).
We issued and sold (1) to the Apollo Purchaser, pursuant to the Apollo Investment Agreement, 600,000 shares of the Company’s newly created Series A Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”) and Warrants to purchase 4.2 million shares of the Company’s common stock for an aggregate purchase price of $588 million and (2) to the Silver Lake Purchaser, pursuant to the Silver Lake Investment Agreement, 600,000 shares of Series A Preferred Stock and Warrants to purchase 4.2 million shares of Common Stock, for an aggregate purchase price of $588 million. At closing, we paid certain fees in an aggregate amount of $12 million to affiliates of the Apollo Purchaser and the Silver Lake Purchaser. On the terms and subject to the conditions set forth in the Investment Agreements, from and after the closing, (1) each of the Apollo Purchaser and the Silver Lake Purchaser designated one representative who was appointed to the Board of Directors of the Company (the “Board”) and (2) the Apollo Purchaser appointed one non-voting observer to the Board, in each case until such time as the applicable Purchaser and its Permitted Transferees (as defined in the Investment Agreements) no longer beneficially own (a) at least 50% of the shares of Series A Preferred Stock purchased by the applicable Purchaser under the Investment Agreement (unless the applicable Purchaser holds less than 50% of the shares of Series A Preferred Stock as a result of redemptions by the Company, in which case the reference to 50% shall be replaced with a reference to 20%) and (b) Warrants and/or Common Stock for which the Warrants were exercised that represent in the aggregate and on an as exercised basis, at least 50% of the shares underlying the Warrants purchased by the applicable Purchaser under the Investment Agreement.
The Investment Agreements (including the forms of Certificate of Designations, Warrants and Registration Rights Agreement) contain other customary covenants and agreements, including certain standstill provisions and customary preemptive rights.
Certificate of Designations for Series A Preferred Stock. Dividends on each share of Series A Preferred Stock accrue daily on the Preference Amount (as defined below) at the then-applicable Dividend Rate (as defined below) and are payable semi-
annually in arrears. As used herein, “Dividend Rate” with respect to the Series A Preferred Stock means (a) from the closing until the day immediately preceding the fifth anniversary of the closing, 9.5% per annum, (b) beginning on each of the fifth, sixth and seventh anniversaries of the closing, the then-applicable Dividend Rate shall be increased by 100 basis points on each such yearly anniversary, and (c) beginning on each of the eighth and ninth anniversaries of the closing date, the then-applicable Dividend Rate shall be increased by 150 basis points on each such yearly anniversary. The Dividend Rate is also subject to certain adjustments if the Company incurs indebtedness causing its leverage to exceed certain thresholds. Dividends are payable (a) until the third anniversary of the closing, either in cash or through an accrual of unpaid dividends (“Dividend Accrual”), at the Company’s option, (b) from the third anniversary of the closing until the sixth anniversary of the closing, either in cash or in a combination of cash and Dividend Accrual (with no more than 50% of the total amount of such Dividend being paid through a Dividend Accrual), at the Company’s option and (c) thereafter, in cash.
The Series A Preferred Stock rank senior to the common stock and the Class B common stock of the Company with respect to dividend rights, redemption rights and rights on the distribution of assets on any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company.
At any time on or before the first anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 105% of the sum of the original liquidation preference of $1,000 per share of Series A Preferred Stock plus any Dividend Accruals (the “Preference Amount”), plus accrued and unpaid distributions as of the redemption date. Any time after the first anniversary of the closing but on or prior to the second anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 103% of the Preference Amount, plus accrued and unpaid distributions as of the redemption date. Any time after the second anniversary of the closing but on or prior to the third anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 102% of the Preference Amount, plus accrued and unpaid distributions as of the redemption date. Any time after the third anniversary of the closing but on or prior to the fourth anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to 101% of the Preference Amount, plus accrued and unpaid distributions as of the redemption date. At any time after the fourth anniversary of the closing, we may redeem all or any portion of the Series A Preferred Stock in cash at a price equal to the Preference Amount plus accrued and unpaid distributions as of the redemption date.
In addition, upon the occurrence of a change of control, (i) we shall have the right, but not the obligation, to redeem any or all of the outstanding shares of Series A Preferred Stock at the then applicable redemption price, payable in cash and (ii) each holder will have the right, but not the obligation, to require the Company to redeem any or all of the outstanding shares of Series A Preferred Stock owned by such holder at the then applicable redemption price, payable in cash.
The Series A Preferred Stock is not convertible into common stock or Class B common stock.
Each holder of Series A Preferred Stock will have one vote per share on any matter on which holders of Series A Preferred are entitled to vote separately as a class (as described below), whether at a meeting or by written consent. The holders of shares of Series A Preferred Stock do not otherwise have any voting rights.
The vote or consent of the holders of at least two-thirds of the shares of Series A Preferred Stock outstanding at such time, voting together as a separate class, is required in order for the Company to (i) amend, alter or repeal any provision of its Amended and Restated Certificate of Incorporation (including the certificates of designations relating to the Series A Preferred Stock) in a manner that would have an adverse effect on the rights, preferences or privileges of the Series A Preferred Stock, as applicable, (ii) issue, any capital stock ranking senior or pari passu to the Series A Preferred Stock, other than certain issuances to a governmental entity in connection with a financing transaction or (iii) liquidate, dissolve or wind up the Company.
The Series A Preferred Stock is classified within temporary equity on our consolidated balance sheets due to provisions that could cause the equity to be redeemable at the option of the holder. However, such events that could cause the Series A Preferred Stock to become redeemable are not considered probable of occurring. As of December 31, 2020, the carrying value of the Series A Preferred Stock was $1,022 million, net of $68 million in initial discount and issuance costs as well as $110 million allocated on a relative fair value basis to the concurrently issued Warrants recorded to additional paid-in capital (as described below). The Series A Preferred Stock accumulated and paid $75 million (or $62.47 per share of Series A Preferred Stock) in total dividends during 2020.
Warrants to Purchase Company Common Stock. Pursuant to the Investment Agreements, we issued to each of (1) the Silver Lake Purchasers (in the aggregate) and (2) the Apollo Purchaser, Warrants to purchase 4.2 million shares of Common Stock at an exercise price of $72.00 per share, subject to certain customary anti-dilution adjustments provided under the Warrants, including for stock splits, reclassifications, combinations and dividends or distributions made by the Company on the Common Stock. The Warrants are exercisable on a net share settlement basis. The Warrants expire ten years after the closing date.
Registration Rights Agreement. In connection with and concurrently with the effective time of the transactions contemplated by the Investment Agreements, the Company, the Apollo Purchaser and the Silver Lake Purchasers entered into a Registration Rights Agreement (the “Registration Rights Agreement”), pursuant to which the Apollo Purchaser and the Silver Lake Purchasers are entitled to certain registration rights. Under the terms of the Registration Rights Agreement, the Apollo Purchaser and the Silver Lake Purchasers are entitled to customary registration rights with respect to the shares of Common Stock for which the Warrants may be exercised and, from and after the fifth anniversary of the closing, the Series A Preferred Stock.
Treasury Stock
As of December 31, 2020, the Company's treasury stock was comprised of approximately 123.5 million common stock and 7.3 million Class B shares. As of December 31, 2019, the Company's treasury stock was comprised of approximately 119.6 million common stock and 7.3 million Class B shares. As of December 31, 2018, the entire treasury stock balance of 97.2 million was common stock.
Share Repurchases. During 2019, 2012, 2010, and 2006, our Board of Directors, or the Executive Committee, acting on behalf of the Board of Directors, authorized a repurchase of up to 20 million outstanding shares of our common stock in each of the respective years, during 2015 authorized a repurchase of up to 10 million shares of our common stock and during 2018 authorized a repurchase of up to 15 million shares of our common stock for a total of 105 million shares. Shares repurchased under the authorized programs were as follows:
 Year Ended December 31,
 202020192018
Number of shares repurchased3.4 million5.6 million7.7 million
Average price per share$109.88 $122.72 $117.02 
Total cost of repurchases (in millions)(1)
$370 $683 $903 
___________________________________
(1)Amount excludes transaction costs.
As of December 31, 2020, 23.3 million shares remain authorized for repurchase under the 2019 and 2018 authorizations with no fixed termination date for the repurchases.
For information related to shares repurchased as part of the Liberty Expedia Holdings transaction during 2019, see NOTE 17 – Liberty Expedia Holdings Transaction.
Dividends on our Common Stock
In 2020, 2019 and 2018, the Executive Committee, acting on behalf of the Board of Directors, declared and paid the following common stock dividends:
Declaration DateDividend
Per Share
Record DateTotal Amount
(in millions)
Payment Date
Year ended December 31, 2020:
February 13, 2020$0.34 March 10, 2020$48 March 26, 2020
Year ended December 31, 2019:
February 6, 2019$0.32 March 7, 2019$47 March 27, 2019
May 1, 20190.32 May 23, 201948 June 13, 2019
July 24, 20190.34 August 22, 201950 September 12, 2019
November 6, 20190.34 November 19, 201950 December 12, 2019
Year ended December 31, 2018:
February 7, 2018$0.30 March 8, 2018$46 March 28, 2018
April 24, 20180.30 May 24, 201845 June 14, 2018
July 23, 20180.32 August 23, 201847 September 13, 2018
October 19, 20180.32 November 15, 201848 December 6, 2018
During the second quarter of 2020, we suspended quarterly dividends on our common stock. We do not expect to declare future dividends on our common stock, at least until the current economic and operating environment improves.
Accumulated Other Comprehensive Income (Loss)
The balance of accumulated other comprehensive loss as of December 31, 2020 and 2019 was comprised of foreign currency translation adjustments. These translation adjustments include foreign currency transaction losses at December 31, 2020 and 2019 of $69 million ($90 million before tax) and $15 million ($19 million before tax) associated with our 2.5% Notes. The 2.5% Notes are Euro-denominated debt designated as hedges of certain of our Euro-denominated net assets. See NOTE 2 — Significant Accounting Policies for more information.
Non-redeemable Non-controlling Interests
As of December 31, 2020 and 2019, our ownership interest in trivago was approximately 59.0% and 59.3%.
In August 2018, we purchased the remaining 25% minority equity interest in AAE Travel Pte. Ltd., the joint venture formed by Air Asia and Expedia Group in March 2011. Prior to this transaction, we held a 75% controlling interest in the joint venture since 2015. The cash consideration was approximately $62 million.
v3.20.4
Earnings Per Share
12 Months Ended
Dec. 31, 2020
Earnings Per Share [Abstract]  
Earnings Per Share
NOTE 12 — Earnings Per Share
Basic Earnings Per Share
Basic earnings per share was calculated for the years ended December 31, 2020, 2019 and 2018 using the weighted average number of common and Class B common shares outstanding during the period excluding restricted stock and stock held in escrow.
Diluted Earnings Per Share
For the years ended December 31, 2019 and 2018, we computed diluted earnings per share using (i) the number of shares of common stock and Class B common stock used in the basic earnings per share calculation as indicated above (ii) if dilutive, the incremental common stock that we would issue upon the assumed exercise of stock options and the vesting of RSUs using the treasury stock method, and (iii) other stock-based commitments.
The following table presents our basic and diluted earnings (loss) per share:
 Year Ended December 31,
 202020192018
 (In millions, except share and per share data)
Net income (loss) attributable to Expedia Group, Inc.$(2,612)$565 $406 
Preferred stock dividend(75)— — 
Net income (loss) attributable to Expedia Group, Inc. common stockholders$(2,687)$565 $406 
Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders:
Basic$(19.00)$3.84 $2.71 
Diluted(19.00)3.77 2.65 
Weighted average number of shares outstanding (000's):
Basic141,414 147,194 149,961 
Dilutive effect of:
Options to purchase common stock— 1,873 2,317 
Other dilutive securities— 817 611 
Diluted141,414 149,884 152,889 
Outstanding stock awards and common stock warrants that have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive were approximately 22 million for the year ended December 31, 2020, seven million for 2019, and nine million for 2018.
The earnings per share amounts are the same for common stock and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.
v3.20.4
Restructuring and Related Reorganization Charges
12 Months Ended
Dec. 31, 2020
Restructuring and Related Activities [Abstract]  
Restructuring and Related Reorganization Charges
NOTE 13 — Restructuring and Related Reorganization Charges
In February 2020, we committed to restructuring actions intended to simplify our businesses and improve operational
efficiencies, which have resulted in headcount reductions, and, subsequently in 2020, the Company accelerated further actions to adapt our business to the current environment. As a result, we recognized $231 million in restructuring and related reorganization charges during 2020. Based on current plans, which are subject to change, we expect total reorganization charges in 2021 of approximately $60 million. However, we continue to actively evaluate additional cost reduction efforts and should we make decisions in future periods to take further actions we will incur additional reorganization charges.
We also engaged in certain smaller scale restructure actions in 2019 to centralize and migrate certain operational functions and systems, for which we recognized $24 million in restructuring and related reorganization charges, which were primarily related to severance, benefits and professional fees. We had no restructuring charges in 2018.
The following table summarizes the restructuring and related reorganization activity for the year ended December 31, 2020 with the other charges primarily comprised of lease impairments and professional fees:
Employee Severance and BenefitsOtherTotal
 (In millions)
Accrued liability as of January 1, 2020$11 $$17 
Charges205 26 231 
Payments(120)(17)(137)
Non-cash items(15)(8)
Accrued liability as of December 31, 2020$103 $— $103 
v3.20.4
Other Income (Expense)
12 Months Ended
Dec. 31, 2020
Other Income and Expenses [Abstract]  
Other Income (Expense)
NOTE 14 — Other Income (Expense)
Other, net
The following table presents the components of other, net:
 For the Year Ended December 31,
 202020192018
 (In millions)
Foreign exchange rate gains (losses), net
$71 $(34)$
Gains (losses) on minority equity investments, net(142)(111)
Loss on sale of businesses, net(13)— — 
Other(6)12 (2)
Total$(90)$(14)$(110)
v3.20.4
Commitments and Contingencies
12 Months Ended
Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
NOTE 15 — Commitments and Contingencies
Letters of Credit, Purchase Obligations and Guarantees
We have commitments and obligations that include purchase obligations, guarantees and LOCs, which could potentially require our payment in the event of demands by third parties or contingent events. The following table presents these commitments and obligations as of December 31, 2020:
  By Period
 TotalLess than
1  year
1 to 3
years
3 to 5
years
More than
5  years
 (In millions)
Purchase obligations$1,042 $551 $452 $39 $— 
Guarantees59 59 — — — 
Letters of credit32 24 — 
$1,133 $634 $457 $39 $
Our purchase obligations represent the minimum obligations we have under agreements with certain of our vendors. These minimum obligations are less than our projected use for those periods. Payments may be more than the minimum obligations based on actual use.
We have guarantees which consist primarily of bonds relating to tax assessments that we are contesting as well as bonds required by certain foreign countries’ aviation authorities for the potential non-delivery, by us, of packaged travel sold in those countries. The authorities also require that a portion of the total amount of packaged travel sold be bonded. Our guarantees also include certain surety bonds related to various company performance obligations. 
Our LOCs consist of stand-by LOCs, underwritten by a group of lenders, which we primarily issue for certain regulatory purposes as well as to certain hotel properties to secure our payment for hotel room transactions. The contractual expiration dates of these LOCs are shown in the table above. There were no material claims made against any stand-by LOCs during the years ended December 31, 2020, 2019 and 2018.
Legal Proceedings
In the ordinary course of business, we are a party to various lawsuits. Management does not expect these lawsuits to have a material impact on the liquidity, results of operations, or financial condition of Expedia Group. We also evaluate other potential contingent matters, including value-added tax, excise tax, sales tax, transient occupancy or accommodation tax and similar matters. We do not believe that the aggregate amount of liability that could be reasonably possible with respect to these matters would have a material adverse effect on our financial results; however, litigation is inherently uncertain and the actual losses incurred in the event that our legal proceedings were to result in unfavorable outcomes could have a material adverse effect on our business and financial performance.
Litigation Relating to Occupancy Taxes. One hundred one lawsuits have been filed by or against cities, counties and states involving hotel occupancy and other taxes. Nine lawsuits are currently active. These lawsuits are in various stages and we continue to defend against the claims made in them vigorously. With respect to the principal claims in these matters, we believe that the statutes or ordinances at issue do not apply to us or the services we provide and, therefore, that we do not owe the taxes that are claimed to be owed. We believe that the statutes or ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations. To date, forty-eight of these lawsuits have been dismissed. Some of these dismissals have been without prejudice and, generally, allow the governmental entity or entities to seek administrative remedies prior to pursuing further litigation. Thirty-four dismissals were based on a finding that we and the other defendants were not subject to the local tax ordinance or that the local government lacked standing to pursue its claims. As a result of this litigation and other attempts by certain jurisdictions to levy such taxes, we have established a reserve for the potential settlement of issues related to hotel occupancy and other taxes, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $58 million and $48 million as of December 31, 2020 and 2019, respectively. Our settlement reserve is based on our best estimate of probable losses and the ultimate resolution of these contingencies may be greater or less than the liabilities recorded. An estimate for a reasonably possible loss or range of loss in excess of the amount reserved cannot be made. Changes to the settlement reserve are included within legal reserves, occupancy tax and other in the consolidated statements of operations.
Pay-to-Play. Certain jurisdictions may assert that we are required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that we believe we are subject to such taxes and, even when such payments are made, we continue to defend our position vigorously. If we prevail in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest. For example, on September 13, 2018, the City of San Francisco refunded all pay-to-play payments previously made by Expedia Group companies, along with accumulated interest. The $78 million refund was recorded as a gain within legal reserves, occupancy tax and other in the consolidated statements of operations and $19 million of accumulated interest to interest income during 2018.
We are in various stages of inquiry or audit with various tax authorities, some of which, including in the City of Los Angeles regarding hotel occupancy taxes, may impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court.
Matters Relating to International VAT. We are in various stages of inquiry or audit in multiple European Union jurisdictions regarding the application of VAT to our European Union related transactions. While we believe we comply with applicable VAT laws, rules and regulations in the relevant jurisdictions, the tax authorities may determine that we owe additional taxes. In certain jurisdictions, including the United Kingdom, we may be required to “pay-to-play” any VAT assessment prior to contesting its validity. While we believe that we will be successful based on the merits of our positions with regard to audits in pay-to-play jurisdictions, it is nevertheless reasonably possible that we could be required to pay any assessed amounts in order to contest or litigate the applicability of any assessments and an estimate for a reasonably possible amount of any such payments cannot be made.
Competition and Consumer Matters. On August 23, 2018, the Australian Competition and Consumer Commission, or "ACCC", instituted proceedings in the Australian Federal Court against trivago. The ACCC alleged breaches of Australian Consumer Law, or "ACL," relating to trivago’s advertisements in Australia concerning the hotel prices available on trivago’s Australian site, trivago’s strike-through pricing practice and other aspects of the way offers for accommodation were displayed on trivago's Australian website. The matter went to trial in September 2019 and, on January 20, 2020, the Australian Federal Court issued a judgment finding trivago had engaged in conduct in breach of the ACL. On March 4, 2020, trivago filed a notice of appeal of part of that judgment at the Australian Federal Court. On November 4, 2020, the Australian Federal Court dismissed trivago's appeal. The court has yet to set a date for a separate hearing regarding penalties and other orders. We recorded the estimated probable loss associated with the proceedings in a previous period. An estimate for the reasonable possible loss or range of loss in excess of the amount reserved cannot be made.
v3.20.4
Acquisitions, Other Investments and Divestitures
12 Months Ended
Dec. 31, 2020
Business Combinations [Abstract]  
Acquisitions, Other Investments and Divestitures
NOTE 16 – Acquisitions, Other Investments and Divestitures
2020 and 2019 Acquisition Activity
We had no acquisition activity during the year ended December 31, 2020 and nominal acquisition activity during the year ended December 31, 2019. Refer to NOTE 17 – Liberty Expedia Holdings Transaction for details of this transaction completed during 2019.
2018 Acquisition and Other Investment Activity
During 2018, we completed two business combinations. The following summarizes the aggregate purchase price allocation for these acquisitions, in millions:
Goodwill$31 
Intangibles with definite lives (1)
24 
Deferred tax liabilities, net(1)
     Total (2)
$54 
___________________________________
(1)Acquired intangible assets with definite lives had a weighted average useful life of 2.9 years.
(2)Included cash acquired of $1 million.
The goodwill recorded for the business combinations was not expected to be deductible for tax purposes. The results of operations were immaterial from the transaction close dates through December 31, 2018.
Other Investments. In December 2018, we made an additional investment of $70 million in Traveloka Holding Limited ("Traveloka"), a Southeast Asian online travel company, for which we made an initial investment during 2017. The initial investment in July 2017 of $350 million expanded our partnership to include deeper cooperation on hotel supply between our two companies. The majority of our investments are accounted for as a minority equity investment and included within long-term investment and other assets on the consolidated balance sheets with a small portion of the initial investment allocated to intangible assets.
2020 Disposition Activity
During the third quarter of 2020, in connection with our efforts to focus on our core businesses and streamline our activities, we committed to a plan that we think is probable of completion within the next year to divest certain smaller businesses within our Retail segment, one of which completed its sale in October 2020 and one we expect to complete in March 2021.
We recognized a loss of $13 million within other, net in the consolidated statements of operations during the fourth quarter of 2020 with respect to the sale of the disposal group which completed in October 2020.
As a result, beginning in the third quarter of 2020, the related assets and liabilities of these disposal groups were considered held-for-sale and, for the business that remains as held-for-sale as of December 31, 2020, consists of the following:
Held-for-sale assets of $21 million, which were primarily classified within cash of $5 million, accounts receivable of $2 million and prepaid expenses and other current assets of $12 million.
Held-for-sale liabilities of $53 million, which were primarily classified within merchant accounts payable of $8 million, accrued expenses and other current liabilities of $5 million and deferred merchant bookings of $38 million.
In May 2020, we completed the sale of Bodybuilding.com, and the impacts of the divestiture are not considered material to the Company.
v3.20.4
Liberty Expedia Holdings Transaction
12 Months Ended
Dec. 31, 2020
Asset Acquisition [Abstract]  
Liberty Expedia Holdings Transaction
NOTE 17 – Liberty Expedia Holdings Transaction
On July 26, 2019, Expedia Group acquired all of the outstanding shares of Liberty Expedia Holdings, Inc. (“Liberty Expedia Holdings”) in a merger transaction in which the outstanding shares of Liberty Expedia Holdings’ Series A common stock and Series B common stock were exchanged for newly issued shares of common stock of Expedia Group with a fair value of $2.9 billion, assumption of $400 million in debt and $15 million of cash. We accounted for the acquired Liberty Expedia Holdings assets and liabilities, except for the Expedia Group shares repurchased, as a business combination. We accounted for the acquired Expedia Group shares held by Liberty Expedia Holdings as a share repurchase for consideration of $3.2 billion. As a result of this transaction, Expedia Group’s shares outstanding were reduced by approximately 3.1 million shares. The fair value of the assets and liabilities acquired in the business combination was $96 million, which was primarily comprised of $78 million of cash and $10 million of a trade name definite lived intangible asset related to Bodybuilding.com. Bodybuilding.com is primarily an Internet retailer of dietary supplements, sports nutrition products, and other health and wellness products. No goodwill was recorded for the portion of the transaction accounted for as a business combination.
In connection with the Liberty Expedia Holdings transaction, a wholly-owned subsidiary of Expedia Group, Inc. (“Merger LLC”) assumed the obligations of Liberty Expedia Holdings with respect to the $400 million aggregate outstanding principal amount of 1.0% Exchangeable Senior Debentures due 2047 issued by Liberty Expedia Holdings (the “Exchangeable Debentures”) and the indenture governing the Exchangeable Debentures. Also in connection with the Liberty Expedia Holdings transaction, Liberty Expedia Holdings delivered a notice of redemption with respect to the Exchangeable Debentures, pursuant to which Merger LLC would redeem all of the Exchangeable Debentures at a redemption price, in cash, equal to the sum of (i) the adjusted principal amount of such Exchangeable Debentures, (ii) any accrued and unpaid interest on such Exchangeable Debentures to the redemption date, and (iii) any final period distribution on such Exchangeable Debentures (subject to the right of holders of the Exchangeable Debentures to exchange such Exchangeable Debentures for equity of Expedia Group, Inc. or, at Merger LLC’s election, cash or a combination of such equity and cash). On August 26, 2019, Merger LLC redeemed all of the Exchangeable Debentures in exchange for a total payment of approximately $401 million (with no holders of the Exchangeable Debentures electing to exchange).
Bodybuilding.com was consolidated into our financial statements starting on the acquisition date and we recognized $58 million in revenue and $7 million in operating losses for the year ended December 31, 2019, which was included within Corporate and Eliminations in our segment footnote.
For information related to the Liberty Expedia Holdings transaction, see NOTE 18 — Related Party Transactions below.
v3.20.4
Related Party Transactions
12 Months Ended
Dec. 31, 2020
Related Party Transactions [Abstract]  
Related Party Transactions
NOTE 18 — Related Party Transactions
Mr. Diller is the Chairman and Senior Executive of Expedia Group. Certain relationships between Mr. Diller and the Company in connection with the Liberty Expedia Transaction (as defined below) are described below.
Prior to the closing of the Liberty Expedia Transaction on July 26, 2019, Liberty Expedia Holdings and its subsidiaries held 11,076,672 shares of Expedia Group common stock and 12,799,999 shares of Expedia Group Class B common stock, which shares represented approximately 53% of the total voting power of all shares of Expedia Group common stock and Class B common stock, based on a total of 136,832,712 shares of Expedia Group common stock and 12,799,999 shares of Class B common stock outstanding as of July 12, 2019. Pursuant to an Amended and Restated Stockholders Agreement between Liberty Expedia and Mr. Diller (as amended as of November 4, 2016, the “Stockholders Agreement”), Mr. Diller generally had the right to vote all shares of Expedia Group common stock and Class B common stock held by Liberty Expedia Holdings and its subsidiaries (the “Diller Proxy”). As described below, the Stockholders Agreement, including the Diller Proxy, was terminated on July 26, 2019, upon the closing of the Liberty Expedia Transaction.
Merger Agreement
On April 15, 2019, Expedia Group entered into an Agreement and Plan of Merger (as amended by Amendment No. 1 to Agreement and Plan of Merger, dated as of June 5, 2019, the “Merger Agreement”) with Liberty Expedia Holdings, LEMS I LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Merger LLC”), and LEMS II Inc., a Delaware corporation and a wholly owned subsidiary of Merger LLC (“Merger Sub”) and certain other related agreements (the transactions contemplated by the Merger Agreement and related agreements, the “Liberty Expedia Transaction”). The Merger Agreement provided for, among other things, (i) the merger of Merger Sub with and into Liberty Expedia Holdings (the “Merger”), with Liberty Expedia Holdings surviving the Merger as a wholly owned subsidiary of Merger LLC, and (ii) immediately following the Merger, the merger of Liberty Expedia Holdings (as the surviving corporation
in the Merger) with and into Merger LLC (the “Upstream Merger”, and together with the Merger, the “Combination”), with Merger LLC surviving the Upstream Merger as a wholly owned subsidiary of the Company.
On July 26, 2019, the Combination was completed. At the effective time of the Merger (the “Effective Time”), each share of Series A common stock, par value $0.01 per share, of Liberty Expedia Holdings (the “Liberty Expedia Series A common stock”) and each share of Series B common stock, par value $0.01 per share, of Liberty Expedia Holdings (the “Liberty Expedia Series B common stock”) issued and outstanding immediately prior to the Effective Time (except for shares held by Liberty Expedia Holdings as treasury stock or held directly by Expedia Group) was converted into the right to receive a number of shares of Expedia Group common stock such that each holder of record of shares of Liberty Expedia Series A common stock or Liberty Expedia Series B common stock had the right to receive, in the aggregate, a number of shares of Expedia Group common stock equal to the product of the total number of shares of such series of Liberty Expedia Series A common stock and Liberty Expedia Series B common stock held of record by such holder immediately prior to the Merger multiplied by an exchange ratio equal to 0.36, with such product rounded up to the next whole share of Expedia Group common stock. The aggregate consideration payable in the Combination was approximately 20.7 million shares of Expedia Group common stock.
Voting Agreement
In connection with the transactions contemplated by the Merger Agreement, John C. Malone and Leslie Malone (together, the “Malone Group”) entered into a voting agreement (the “Voting Agreement”) with the Company on April 15, 2019, pursuant to which, at the July 26, 2019 meeting of the Liberty Expedia Holdings stockholders at which the Merger was approved, the Malone Group voted shares of Liberty Expedia common stock representing approximately 32% of the total voting power of the issued and outstanding shares of Liberty Expedia Holdings common stock as of April 30, 2019, as reported in Liberty Expedia Holdings’ Definitive Proxy Statement on Schedule 14A filed on June 26, 2019, in favor of the Merger Agreement and the transactions contemplated thereby.
Exchange Agreement
Simultaneously with the entry into the Merger Agreement, Mr. Diller, The Diller Foundation d/b/a The Diller - von Furstenberg Family Foundation (the “Family Foundation”), Liberty Expedia Holdings and the Company entered into an Exchange Agreement (the “Exchange Agreement,” the rights contemplated by which and by the Governance Agreement (as defined below) were agreed by Mr. Diller to be deemed to be in recognition and in lieu of Mr. Diller’s existing rights under the Former Governance Agreement (as defined below) and the Stockholders Agreement), and pursuant to which on July 26, 2019, immediately prior to the closing of the Combination, Mr. Diller and the Family Foundation exchanged with Liberty Expedia Holdings 5,523,452 shares of Expedia Group common stock for the same number of shares of Expedia Group Class B common stock held by Liberty Expedia Holdings (the shares of Class B common stock acquired by Mr. Diller and the Family Foundation pursuant to the Exchange Agreement, collectively referred to as the “Original Shares”). The Original Shares represent approximately 29% of the total voting power of all shares of Expedia Group common stock and Class B common stock, based on approximately 138 million shares of Expedia Group common stock and approximately 5.5 million shares of Class B common stock outstanding as of December 31, 2020.
Former Governance Agreement
During 2018 through July 26, 2019, Liberty Expedia Holdings (as assignee of Qurate Retail, Inc. (“Qurate”)) was a party to the Amended and Restated Governance Agreement, dated as of December 20, 2011, as amended, among the Company, Liberty Expedia Holdings and Mr. Diller (the “Former Governance Agreement”), pursuant to which Liberty Expedia Holdings had the right to nominate up to a number of directors equal to 20% of the total number of the directors on the Board (rounded up to the next whole number if the number of directors on the Board were not an even multiple of five) and had certain rights regarding committee participation, so long as Liberty Expedia Holdings satisfied certain stock ownership requirements. The Former Governance Agreement was terminated on July 26, 2019 upon the closing of the Liberty Expedia Transaction, at which time, pursuant to the Merger Agreement, each of the three directors serving on the Expedia Group Board of Directors who were nominated by Liberty Expedia Holdings resigned from the Board.
New Governance Agreement
Simultaneously with the entry into the Merger Agreement, the Company and Mr. Diller entered into a Second Amended and Restated Governance Agreement (the “Governance Agreement,” the rights contemplated by which and by the Exchange Agreement were agreed by Mr. Diller to be deemed to be in recognition and in lieu of Mr. Diller’s existing rights under the Former Governance Agreement and the Stockholders Agreement), which provided, among other things, that Mr. Diller could exercise a right (the “Purchase/Exchange Right”) during the nine month period following the closing of the Combination, to acquire up to 7,276,547 shares of Expedia Group Class B common stock by (1) exchange with the Company (or its wholly owned subsidiary) for an equivalent number of shares of Expedia Group common stock, or (2) purchase from the Company (or its wholly owned subsidiary) at a price per share equal to the average closing price of Expedia Group common stock for the five
trading days immediately preceding notice of exercise (any shares acquired pursuant to the Purchase/Exchange Right, the “Additional Shares”). The Purchase/Exchange Right could be exercised from time to time in whole or in part.
On April 10, 2020, the Company and Mr. Diller entered into Amendment No. 1 (the “Governance Agreement Amendment”) to the New Governance Agreement. The Governance Agreement Amendment was entered into pursuant to the stipulation and order entered by the Delaware Court of Chancery on March 30, 2020 (the “Order”), and was approved by the Special Litigation Committee of the Board of Directors of the Company formed to, among other things, investigate and evaluate the claims raised against certain current and former members of the Board of Directors and officers of the Company in the consolidated action captioned In re Expedia Group Stockholders Litigation, Consolidated Case No. 2019-0494-JTL (the “Delaware Litigation”). Pursuant to the Order, Mr. Diller was not permitted to exercise the Purchase/Exchange Right prior to the Special Litigation Committee notifying Mr. Diller that it had completed its investigation of the claims raised in the Delaware Litigation (the “Completion Date”). The Governance Agreement Amendment extended the deadline by which Mr. Diller may have exercised the Purchase/Exchange Right to December 7, 2020 (the close of business on the forty-fifth day following the Completion Date). The Purchase/Exchange Right expired unexercised on December 7, 2020.
Subject to limited exception, no current or future holder of Original Shares may (and no holder of Additional Shares would have been permitted to) participate in, or vote in favor of, or tender shares into, any change of control transaction involving at least 50% of the outstanding shares or voting power of capital stock of the Company, unless such transaction provides for the same per share consideration and mix of consideration (or election right) and the same participation rights for shares of Class B common stock and shares of Expedia Group common stock. These requirements negotiated by the Expedia Group Special Committee and agreed to by Mr. Diller under the Governance Agreement did not exist under the Former Governance Agreement.
At the 2019 Annual Meeting of the Company’s stockholders, the Company's stockholders approved a proposal to amend the Company's certificate of incorporation to reflect the aforementioned transfer restrictions, automatic conversion provisions and change-of-control restrictions reflected in the Governance Agreement. The amendment was filed with the Secretary of State of Delaware on December 3, 2019, and became effective at 11:59 p.m., Eastern Time, on December 3, 2019.
Following the closing of the Liberty Expedia Transaction, the Company ceased to be a controlled company under the Nasdaq Stock Market Listing Rules and is required to comply with all of Nasdaq’s corporate governance requirements. While it is possible that Mr. Diller may at some point in the future beneficially own more than 50% of the outstanding voting power of the Company, the provisions of the Governance Agreement and the Company's amended and restated certificate of incorporation provide that, subject to limited exception, no current or future holder of Original Shares may participate in, or vote or tender in favor of, any change of control transaction involving at least 50% of the outstanding shares of capital stock of the Company, unless such transaction provides for the same per share consideration and mix of consideration (or election right) and the same participation rights for shares of Expedia Group Class B common stock and shares of Expedia Group common stock.
Other Agreements
Simultaneously with the Company’s entry into the Merger Agreement, certain additional related agreements were entered into, including:
A Stockholders Agreement Termination Agreement by and among Mr. Diller, Liberty Expedia Holdings and certain wholly owned subsidiaries of Liberty Expedia Holdings, pursuant to which the Stockholders Agreement, including the Diller Proxy, terminated on July 26, 2019, upon the closing of the Liberty Expedia Transaction;
A Governance Agreement Termination Agreement, by and among Mr. Diller, the Company, Liberty Expedia Holdings and certain wholly owned subsidiaries of Liberty Expedia Holdings, pursuant to which the Former Governance Agreement terminated on July 26, 2019, upon the closing of the Liberty Expedia Transaction;
An Assumption and Joinder Agreement to Tax Sharing Agreement by and among the Company, Liberty Expedia Holdings and Qurate, pursuant to which the Company agreed to assume, effective at the closing of the Liberty Expedia Transaction, Liberty Expedia Holdings’ rights and obligations under the Tax Sharing Agreement, dated as of November 4, 2016, by and between Qurate and Liberty Expedia Holdings;
An Assumption Agreement Concerning Transaction Agreement Obligations by and among the Company, Liberty Expedia Holdings, Qurate and the Malone Group, pursuant to which the Company agreed to assume, effective at the closing of the Liberty Expedia Transaction, certain of Liberty Expedia Holdings’ rights and obligations under the Amended and Restated Transaction Agreement, dated as of September 22, 2016, as amended by the letter agreement dated as of March 6, 2018, as further amended by Amendment No. 2 to Transaction Agreement, dated as of April 15, 2019 (the “Transaction Agreement”), which survived the termination of the Transaction Agreement; and
An Assumption and Joinder Agreement to Reorganization Agreement by and among the Company, Liberty Expedia Holdings and Qurate, pursuant to which the Company agreed to assume, effective at the closing of the Liberty Expedia
Transaction, Liberty Expedia Holdings’ rights and obligations under the Reorganization Agreement, dated as of October 26, 2016, by and between Qurate and Liberty Expedia Holdings.
IAC/InterActiveCorp
In addition to serving as our Chairman and Senior Executive, Mr. Diller also serves as Chairman of the Board of Directors and Senior Executive at IAC. The Company and IAC are related parties, insofar as Mr. Diller serves as Chairman and Senior Executive of both Expedia Group and IAC. Each of IAC and Expedia Group has a 50% ownership interest in two aircraft that may be used by both companies. We share equally in fixed and nonrecurring costs for the planes; direct operating costs are pro-rated based on actual usage. In addition, in April 2019, Expedia Group and IAC entered into an agreement to jointly acquire a new corporate aircraft for a total expected cost of approximately $72 million (including purchase and related costs), which will be split evenly between the two companies. In 2019, we paid $23 million (50% of the purchase price and refurbishment costs paid to date) for our interest. 2020 payments were nominal. The respective share of the balance is due upon delivery of the new aircraft, which is expected to occur in early 2021. As of December 31, 2020 and 2019, the net basis in our ownership interest in the planes was $50 million and $53 million, respectively, recorded in long-term investments and other assets. In 2020, 2019 and 2018, operating and maintenance costs paid directly to the jointly-owned subsidiary for the airplanes were nominal.
v3.20.4
Segment Information
12 Months Ended
Dec. 31, 2020
Segment Reporting [Abstract]  
Segment Information
NOTE 19 — Segment Information
Beginning in the first quarter of 2020, we have the following reportable segments: Retail, B2B, and trivago. The change from our previous reportable segments, Core OTA, trivago, Vrbo and Egencia, reflect Expedia Group’s efforts to simplify our organization into a platform operating model by aligning our retail brand operations, combining our business focused brands and centralizing our platform and supply organizations to support all of our businesses. Our Retail segment, which consists of the aggregation of operating segments, provides a full range of travel and advertising services to our worldwide customers through a variety of consumer brands including: Expedia.com and Hotels.com in the United States and localized Expedia and Hotels.com websites throughout the world, Vrbo, Orbitz, Travelocity, Wotif Group, ebookers, CheapTickets, Hotwire.com, CarRentals.com, Expedia Cruises and Classic Vacations. Our B2B segment is comprised of our Expedia Business Services organization including Expedia Partner Solutions, which offers private label and co-branded products to make travel services available to travelers through third-party company branded websites, and Egencia, a full-service travel management company that provides travel services to businesses and their corporate customers. Our trivago segment generates advertising revenue primarily from sending referrals to online travel companies and travel service providers from its hotel metasearch websites.
We determined our operating segments based on how our chief operating decision makers manage our business, make operating decisions and evaluate operating performance. Our primary operating metric is Adjusted EBITDA. Adjusted EBITDA for our Retail and B2B segments includes allocations of certain expenses, primarily related to our global travel supply organization and the majority of costs from our product and technology platform, as well as facility costs and the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue. We base the allocations primarily on transaction volumes and other usage metrics. We do not allocate certain shared expenses such as accounting, human resources, certain information technology and legal to our reportable segments. We include these expenses in Corporate and Eliminations. Our allocation methodology is periodically evaluated and may change.
Our segment disclosure includes intersegment revenues, which primarily consist of advertising and media services provided by our trivago segment to our Retail segment. These intersegment transactions are recorded by each segment at amounts that approximate fair value as if the transactions were between third parties, and therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within Corporate and Eliminations in the table below.
Corporate and Eliminations also includes unallocated corporate functions and expenses as well as Bodybuilding.com subsequent to our acquisition in July 2019 through its sale in May 2020. In addition, we record amortization of intangible assets and any related impairment, as well as stock-based compensation expense, restructuring and related reorganization charges, legal reserves, occupancy tax and other, and other items excluded from segment operating performance in Corporate and Eliminations. Such amounts are detailed in our segment reconciliation below.
The following tables present our segment information for 2020, 2019 and 2018. As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers. 
 Year ended December 31, 2020
 RetailB2BtrivagoCorporate &
Eliminations
Total
 (In millions)
Third-party revenue$3,993 $942 $205 $59 $5,199 
Intersegment revenue— — 75 (75)— 
Revenue$3,993 $942 $280 $(16)$5,199 
Adjusted EBITDA$254 $(208)$(14)$(400)$(368)
Depreciation(525)(128)(12)(74)(739)
Amortization of intangible assets— — — (154)(154)
Impairment of goodwill— — — (799)(799)
Impairment of intangible assets— — — (175)(175)
Stock-based compensation— — — (205)(205)
Legal reserves, occupancy tax and other— — — 13 13 
Restructuring and related reorganization charges— — — (231)(231)
Realized (gain) loss on revenue hedges(58)(3)— — (61)
Operating loss$(329)$(339)$(26)$(2,025)(2,719)
Other expense, net(432)
Loss before income taxes(3,151)
Provision for income taxes423 
Net loss(2,728)
Net loss attributable to non-controlling interests116 
Net loss attributable to Expedia Group, Inc.(2,612)
Preferred stock dividend(75)
Net loss attributable to Expedia Group, Inc. common stockholders$(2,687)
 Year ended December 31, 2019
 RetailB2BtrivagoCorporate & EliminationsTotal
 (In millions)
Third-party revenue$8,808 $2,579 $622 $58 $12,067 
Intersegment revenue— — 316 (316)— 
Revenue$8,808 $2,579 $938 $(258)$12,067 
Adjusted EBITDA$2,121 $447 $85 $(519)$2,134 
Depreciation(512)(110)(11)(79)(712)
Amortization of intangible assets— — — (198)(198)
Stock-based compensation— — — (241)(241)
Legal reserves, occupancy tax and other— — — (34)(34)
Restructuring and related reorganization charges— — — (24)(24)
Realized (gain) loss on revenue hedges(8)(14)— — (22)
Operating income (loss)$1,601 $323 $74 $(1,095)903 
Other expense, net(128)
Income before income taxes775 
Provision for income taxes(203)
Net income572 
Net income attributable to non-controlling interests(7)
Net income attributable to Expedia Group, Inc.$565 

 Year ended December 31, 2018
 RetailB2BtrivagoCorporate & EliminationsTotal
 (In millions)
Third-party revenue$8,389 $2,143 $691 $— $11,223 
Intersegment revenue— — 393 (393)— 
Revenue$8,389 $2,143 $1,084 $(393)$11,223 
Adjusted EBITDA$2,088 $341 $16 $(475)$1,970 
Depreciation(493)(101)(15)(67)(676)
Amortization of intangible assets— — — (283)(283)
Impairment of goodwill— — — (86)(86)
Impairment of intangible assets— — — (42)(42)
Stock-based compensation— — — (203)(203)
Legal reserves, occupancy tax and other— — — 59 59 
Realized (gain) loss on revenue hedges(5)(20)— — (25)
Operating income (loss)$1,590 $220 $$(1,097)714 
Other income, net(229)
Income before income taxes485 
Provision for income taxes(87)
Net income398 
Net loss attributable to non-controlling interests
Net income attributable to Expedia Group, Inc.$406 
Revenue by Business Model and Service Type
The following table presents revenue by business model and service type for the years ended December 31, 2020, 2019 and 2018:
Year Ended December 31,
202020192018
(In millions)
Business Model
Merchant$3,261 $6,763 $6,125 
Agency1,267 3,882 3,701 
Advertising, media and other671 1,422 1,397 
Total revenue
$5,199 $12,067 $11,223 
Service Type
Lodging$4,051 $8,362 $7,597 
Air105 869 881 
Advertising and media405 1,104 1,103 
Other(1)
638 1,732 1,642 
Total revenue
$5,199 $12,067 $11,223 
___________________________________

(1)Other includes car rental, insurance, destination services, cruise and fee revenue related to our corporate travel business, among other revenue streams, none of which are individually material. Other also includes product revenue of $59 million and $58 million during the years ended December 31, 2020 and 2019 related to Bodybuilding.com, which was sold in May 2020.
Our Retail and B2B segments generate revenue from the merchant, agency and advertising, media and other business models as well as all service types. trivago segment revenue is generated through advertising and media.

Geographic Information
The following table presents revenue by geographic area, the United States and all other countries, based on the geographic location of our websites or points of sale with the exception of trivago, which has all been allocated to Germany, the location of its corporate headquarters, for the years ended December 31, 2020, 2019 and 2018. No sales to an individual country other than the United States accounted for more than 10% of revenue for the presented years.
 Year Ended December 31,
 202020192018
 (In millions)
Revenue
United States$3,511 $6,869 $6,202 
All other countries1,688 5,198 5,021 
$5,199 $12,067 $11,223 
The following table presents property and equipment, net for the United States and all other countries, as of December 31, 2020 and 2019:
 As of December 31,
 20202019
 (In millions)
Property and equipment, net
United States$2,114 $2,038 
All other countries143 160 
$2,257 $2,198 
v3.20.4
Valuation and Qualifying Accounts
12 Months Ended
Dec. 31, 2020
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Valuation and Qualifying Accounts
NOTE 20 — Valuation and Qualifying Accounts
The following table presents the changes in our valuation and qualifying accounts. Other reserves primarily include our accrual of the cost associated with purchases made on our website related to the use of fraudulent credit cards “charged-back” due to payment disputes and cancellation fees as well as refund reserves in 2020 due to COVID impacts.
DescriptionBalance at
Beginning of
Period
Charges to
Earnings
Charges to
Other
Accounts(1)
DeductionsBalance at End
of Period
 (In millions)
2020
Allowance for expected credit losses$41 $82 $$(24)$101 
Other reserves19 392(2)58 
2019
Allowance for doubtful accounts$34 $25 $(3)$(15)$41 
Other reserves19 19 
2018
Allowance for doubtful accounts$31 $27 $(8)$(16)$34 
Other reserves22 19 
___________________________________
(1)Charges to other accounts primarily relates to amounts acquired through acquisitions, net translation adjustments, and reclassifications.
v3.20.4
Quarterly Financial Information (Unaudited)
12 Months Ended
Dec. 31, 2020
Quarterly Financial Information Disclosure [Abstract]  
Quarterly Financial Information (Unaudited)
NOTE 21 — Quarterly Financial Information (Unaudited) 
 
 Three Months Ended
 December 31September 30June 30March 31
 (In millions, except per share data)
Year ended December 31, 2020
Revenue$920 $1,504 $566 $2,209 
Operating loss(463)(113)(849)(1,294)
Net loss attributable to Expedia Group, Inc common stockholders(412)(221)(753)(1,301)
Basic loss per share(1)
$(2.89)$(1.56)$(5.34)$(9.24)
Diluted loss per share(1)
(2.89)(1.56)(5.34)(9.24)
Year ended December 31, 2019
Revenue$2,747 $3,558 $3,153 $2,609 
Operating income (loss)160 609 265 (131)
Net income (loss) attributable to Expedia Group, Inc. common stockholders76 409 183 (103)
Basic earnings (loss) per share(1)
$0.52 $2.77 $1.23 $(0.69)
Diluted earnings (loss) per share(1)
0.52 2.71 1.21 (0.69)
___________________________________
(1)Earnings per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly earnings per share may not equal the total computed for the year.
v3.20.4
Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2020
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying consolidated financial statements include Expedia Group, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We record our investments in entities that we do not control, but over which we have the ability to exercise significant influence, using the equity method. We have eliminated significant intercompany transactions and accounts.
We believe that the assumptions underlying our consolidated financial statements are reasonable. However, these consolidated financial statements do not present our future financial position, the results of our future operations and cash flows.
Seasonality
Seasonality
We generally experience seasonal fluctuations in the demand for our travel services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Because revenue for most of our travel services, including merchant and agency hotel, is recognized as the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks for our hotel business and can be several months or more for our alternative accommodations business. Historically, Vrbo has seen seasonally stronger bookings in the first quarter of the year, with the relevant stays occurring during the peak summer travel months. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. Furthermore, operating profits for our primary advertising business, trivago, have typically been experienced in the second half of the year, particularly the fourth quarter, as selling and marketing costs offset revenue in the first half of the year as we typically increase marketing during the busy booking period for spring, summer and winter holiday travel. As a result on a consolidated basis, revenue and income are
typically the lowest in the first quarter and highest in the third quarter. The growth of our international operations, advertising business or a change in our product mix, including the growth of Vrbo, may influence the typical trend of the seasonality in the future.
Due to COVID-19, which led to significant cancellations for future travel during the first half of the year, and has impacted new travel bookings for the majority of 2020, we have not experienced our typical seasonal pattern for bookings, revenue and profit during 2020. In addition, with the lower new bookings and elevated cancellations in the merchant business model, our typical, seasonal working capital source of cash has been significantly disrupted resulting in the Company experiencing unfavorable working capital trends and material negative cash flow during the first half of 2020 when we typically generate significant positive cash flow. Seasonal trends were more normalized during the second half of the year, but it is difficult to forecast the seasonality for the upcoming quarters, given the uncertainty related to the duration of the impact from COVID-19 and the shape and timing of any sustained recovery. In addition, we continue to experience shorter booking windows in our lodging businesses, which could also impact the seasonality of our working capital and cash flow.
Consolidation
Consolidation
Our consolidated financial statements include the accounts of Expedia Group, Inc., our wholly-owned subsidiaries, and entities for which we control a majority of the entity’s outstanding common stock. We record non-controlling interest in our consolidated financial statements to recognize the minority ownership interest in our consolidated subsidiaries. Non-controlling interest in the earnings and losses of consolidated subsidiaries represent the share of net income or loss allocated to members or partners in our consolidated entities, which includes the non-controlling interest share of net income or loss from our redeemable and non-redeemable non-controlling interest entities. trivago is a separately listed company on the Nasdaq Global Select Market and, therefore, is subject to its own reporting and filing requirements, which could result in possible differences that are not expected to be material to Expedia Group, Inc.
We have eliminated significant intercompany transactions and accounts in our consolidated financial statements.
Accounting Estimates
Accounting Estimates
We use estimates and assumptions in the preparation of our consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”). Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; deferred loyalty rewards; acquisition purchase price allocations; stock-based compensation and accounting for derivative instruments and provisions for credit losses, customer refunds and chargebacks.
The COVID-19 pandemic has created and may continue to create significant uncertainty in macroeconomic conditions, which may cause further business disruptions and adversely impact our results of operations. As a result, many of our estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, our estimates may change materially in future periods.
Reclassifications ReclassificationsWe have reclassified prior period financial statements to conform to the current period presentation. During the first quarter of 2020, we reclassified depreciation expense from within our operating expense line items on our consolidated statements of operations to be included with intangible asset amortization expense.
Revenue Recognition
Revenue Recognition
We recognize revenue upon transfer of control of our promised services in an amount that reflects the consideration we expect to be entitled to in exchange for those services.
For our primary transaction-based revenue sources, discussed below, we have determined net presentation (that is, the amount billed to a traveler less the amount paid to a supplier) is appropriate for the majority of our revenue transactions as the supplier is primarily responsible for providing the underlying travel services and we do not control the service provided by the supplier to the traveler. We exclude all taxes assessed by a government authority, if any, from the measurement of transaction prices that are imposed on our travel related services or collected by the Company from customers (which are therefore excluded from revenue).
We offer traditional travel services on a stand-alone and package basis generally either through the merchant or the agency business model.
Under the merchant model, we facilitate the booking of hotel rooms, alternative accommodations, airline seats, car rentals and destination services from our travel suppliers and we are the merchant of record for such bookings.
Under the agency model, we pass reservations booked by the traveler to the relevant travel supplier and the travel supplier serves as the merchant of record for such bookings. We receive commissions or ticketing fees from the travel supplier and/or traveler. For certain agency airline, hotel and car transactions, we also receive fees through global distribution systems (“GDS”) that provide the computer systems through which the travel supplier inventory is made available and through which reservations are booked.
Under the advertising model, we offer travel and non-travel advertisers access to a potential source of incremental traffic and transactions through our various media and advertising offerings on trivago and our transaction-based websites.
In addition, Vrbo also provides subscription-based listing and other ancillary services to property owners and managers.
The nature of our travel booking service performance obligations vary based on the travel service with differences primarily related to the degree to which we provide post booking services to the traveler and the timing when rights and obligations are triggered in our underlying supplier agreements. We consider both the traveler and travel supplier as our customers.
Refer to NOTE 19 — Segment Information for revenue by business model and service type.
Lodging. Our lodging revenue is comprised of revenue recognized under the merchant, agency and Vrbo subscription-based listing services model.
Merchant Hotel. We provide travelers access to book hotel room reservations through our contracts with lodging suppliers, which provide us with rates and availability information for rooms but for which we have no control over the rooms and do not bear inventory risk. Our travelers pay us for merchant hotel transactions prior to departing on their trip, generally when they book the reservation. We record the payment in deferred merchant bookings until the stayed night occurs, at which point we recognize the revenue, net of amounts paid to suppliers, as this is when our performance obligation is satisfied. In certain nonrefundable, nonchangeable transactions where we have no significant post booking services (primarily opaque hotel offerings), we record revenue when the traveler completes the transaction on our website, less a reserve for chargebacks and cancellations based on historical experience. Payments to suppliers are generally due within 30 days of check-in or stay. In certain instances when a supplier invoices us for less than the cost we accrued, we generally reduce our merchant accounts payable and the supplier costs within net revenue six months in arrears, net of an allowance, when we determine it is not probable that we will be required to pay the supplier, based on historical experience. Cancellation fees are collected and
remitted to the supplier, if applicable.
Agency Hotel. We generally record agency revenue from the hotel when the stayed night occurs as we provide post booking services to the traveler and, thus consider the stay as when our performance obligation is satisfied. We record an allowance for cancellations on this revenue based on historical experience.
Vrbo Alternative Accommodations. Vrbo's lodging revenue is generally earned on a pay-per-booking, which can be either merchant or agency bookings depending on the nature of the payment processor, or pay-per-subscription basis. Pay-per-booking arrangements are commission-based where rental property owners and managers bear the inventory risk, have latitude in setting the price and compensate Vrbo for facilitating bookings with travelers. Under pay-per-booking arrangements, each booking is a separate contract as listings are typically cancelable at any time and the related revenue, net of amounts paid to property owners, is recognized at check in, which is the point in time when our service to the traveler is complete. In pay-per-subscription contracts, property owners or managers purchase in advance online advertising services related to the listing of their properties for rent over a fixed term (typically one year). As the performance obligation is the listing service and is provided to the property owner or manager over the life of the listing period, the pay-per-subscription revenue is recognized on a straight-line basis over the listing period. Vrbo also charges a traveler service fee at the time of booking. The service fee charged to travelers provides compensation for Vrbo's services, including but not limited to the use of Vrbo's website and a “Book with Confidence Guarantee” providing travelers with comprehensive payment protection and 24/7 traveler support. The performance obligation is to facilitate the booking of a property and assist travelers up to their check in process and, as such, the traveler service fee revenue is recognized at check-in.
Merchant and Agency Air. We record revenue on air transactions when the traveler books the transaction, as we do not typically provide significant post booking services to the traveler and payments due to and from air carriers are typically due at the time of ticketing. We record a reserve for chargebacks and cancellations at the time of the transaction based on historical experience. In certain transactions, the GDS collects commissions from our suppliers and passes these commissions to us, net of their fees. Therefore, we view payments through the GDS as commissions from suppliers and record these commissions in net revenue. Fees paid to the GDS as compensation for their role in processing transactions are recorded as cost of revenue.
Advertising and Media. We record revenue from click-through fees charged to our travel partners for leads sent to the travel partners’ websites. We record revenue from click-through fees after the traveler makes the click-through to the related travel partners’ websites. We record revenue for advertising placements ratably over the advertising period or upon delivery of advertising impressions, depending on the terms of the contract. Payments from advertisers are generally due within 30 days of invoicing.
Other. Other primarily includes transaction revenue for booking services related to products such as car, cruise and destination services under the agency business model. We generally record the related revenue when the travel occurs, as in most cases we provide post booking services and this is when our performance obligation is complete. Additionally, no rights or obligations are triggered in our supplier agreements until the travel occurs. We record an allowance for cancellations on this revenue based on historical experience. Revenue from other ancillary alternative accommodation services or products are recorded either upon delivery or when we provide the service. In addition, other also includes travel insurance products primarily under the merchant model, for which revenue is recorded at the time the transaction is booked.
Packages. Packages assembled by travelers through the packaging functionality on our websites generally include a merchant hotel component and some combination of an air, car or destination services component. The individual package components are accounted for as separate performance obligations and recognized in accordance with our revenue recognition policies stated above.
Prepaid Merchant Bookings. We classify payments made to suppliers in advance of our Vrbo performance obligations as prepaid merchant bookings included within prepaid and other current assets. Prepaid merchant bookings was $389 million as of December 31, 2020 and $226 million as of December 31, 2019.
Deferred Merchant Bookings. We classify cash payments received in advance of our performance obligations as deferred merchant bookings. At December 31, 2019, $4.9 billion of cash advance cash payments was reported within deferred merchant bookings, $3.5 billion of which was recognized resulting in $582 million of revenue during the year ended December 31, 2020 with the remainder primarily consisting of cancellations during the year. At December 31, 2020, the related balance was $2.3 billion.
Travelers enrolled in our internally administered traveler loyalty rewards programs earn points for each eligible booking made which can be redeemed for free or discounted future bookings. Hotels.com Rewards offers travelers one free night at any Hotels.com partner property after that traveler stays 10 nights, subject to certain restrictions. Expedia Rewards enables participating travelers to earn points on all hotel, flight, package and activities made on over 40 Brand Expedia websites. Orbitz Rewards allows travelers to earn Orbucks, the currency of Orbitz Rewards, on flights, hotels and vacation packages and instantly redeem those Orbucks on future bookings at various hotels worldwide. As travelers accumulate points towards free travel products, we defer the relative standalone selling price of earned points, net of expected breakage, as deferred loyalty rewards within deferred merchant bookings on the consolidated balance sheet. In order to estimate the standalone selling price of the underlying services on which points can be redeemed for all loyalty programs, we use an adjusted market assessment approach and consider the redemption values expected from the traveler. We then estimate the number of rewards that will not be redeemed based on historical activity in our members' accounts as well as statistical modeling techniques. Revenue is recognized when we have satisfied our performance obligation relating to the points, that is when the travel service purchased
with the loyalty award is satisfied. The majority of rewards expected to be redeemed are recognized within one to two years of being earned. At December 31, 2019, $781 million of deferred loyalty rewards was reported within deferred merchant bookings, $427 million of which was recognized as revenue during the year ended December 31, 2020. At December 31, 2020, the related balance was $769 million.
Deferred Revenue. Deferred revenue primarily consists of Vrbo's traveler service fees received on bookings where we are not merchant of record due to the use of a third party payment processor, unearned subscription revenue as well as deferred advertising revenue. At December 31, 2019, $321 million was recorded as deferred revenue, $206 million of which was recognized as revenue during the year ended December 31, 2020. At December 31, 2020, the related balance was $172 million.
Practical Expedients and Exemptions. We have used the portfolio approach to account for our loyalty points as the rewards programs share similar characteristics within each program in relation to the value provided to the traveler and their breakage patterns. Using this portfolio approach is not expected to differ materially from applying the guidance to individual contracts. However, we will continue to assess and refine, if necessary, how a portfolio within each rewards program is defined.
We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
Cash, Restricted Cash, and Cash Equivalents Cash, Restricted Cash, and Cash EquivalentsOur cash and cash equivalents include cash and liquid financial instruments, including money market funds and term deposit investments, with maturities of three months or less when purchased. Restricted cash includes cash and cash equivalents that is restricted through legal contracts, regulations or our intention to use the cash for a specific purpose. Our restricted cash primarily relates to certain traveler deposits and to a lesser extent collateral for office leases.
Short-term and Long-term Investments
Short-term and Long-term Investments
We determine the appropriate classification of our investments in marketable securities at the time of purchase and reevaluate such designation at each balance sheet date. Investments, other than minority equity investments, classified as available- for-sale are recorded at fair value with unrealized holding gains and losses recorded, net of tax, as a component of accumulated other comprehensive income ("OCI"). Realized gains and losses from the sale of available for sale investments, if any, are determined on a specific identification basis. Investments with remaining maturities of less than one year are classified within short-term investments. All other investments are classified within long-term investments and other assets.
We record investments using the equity method when we have the ability to exercise significant influence over the investee. Minority equity investments with readily determinable fair values, such as our investment in Despegar.com Corp ("Despegar"), are carried at fair value with changes in fair value recorded through net income or loss. Minority investments without readily determinable fair values are measured using the equity method, or measured at cost with observable price changes reflected through net income or loss. We perform a qualitative assessment on a quarterly basis and recognize an impairment if there are sufficient indicators that the fair value of the investment is less than carrying value. Changes in value are recorded in other income (expense), net.
Accounts Receivable
Accounts Receivable
Accounts receivable are generally due within thirty days and are recorded net of an allowance for expected uncollectible amounts. We consider accounts outstanding longer than the contractual payment terms as past due. The risk characteristics we generally review when analyzing our accounts receivable pools primarily include the type of receivable (for example, credit card vs hotel collect), collection terms and historical or expected credit loss patterns. For each pool, we make estimates of expected credit losses for our allowance by considering a number of factors, including the length of time trade accounts receivable are past due, previous loss history continually updated for new collections data, the credit quality of our customers, current economic conditions, reasonable and supportable forecasts of future economic conditions and other factors that may
affect our ability to collect from customers. The provision for estimated credit losses is recorded as cost of revenue in our consolidated statements of operations. During 2020, we recorded approximately $82 million of incremental allowance for expected uncollectible amounts, including estimated future losses in consideration of the impact of COVID-19 pandemic on the economy and the Company, partially offset by $24 million of write-offs. Actual future bad debt could differ materially from this estimate resulting from changes in our assumptions of the duration and severity of the impact of the COVID-19 pandemic.
Property and Equipment
Property and Equipment
We record property and equipment at cost, net of accumulated depreciation and amortization. We also capitalize certain costs incurred related to the development of internal use software. We capitalize costs incurred during the application development stage related to the development of internal use software. We expense costs incurred related to the planning and post-implementation phases of development as incurred.
We compute depreciation using the straight-line method over the estimated useful lives of the assets, which is three to five years for computer equipment, capitalized software development and furniture and other equipment, 15 years for land improvements, and 40 years for buildings, which includes our new corporate headquarters. Land is not depreciated. We amortize leasehold improvement using the straight-line method, over the shorter of the estimated useful life of the improvement or the remaining term of the lease.
We establish assets and liabilities for the present value of estimated future costs to return certain of our leased facilities to their original condition under the authoritative accounting guidance for asset retirement obligations. Such assets are depreciated over the lease period into operating expense, and the recorded liabilities are accreted to the future value of the estimated restoration costs.
Leases
Leases
We determine if an arrangement is a lease at inception. Operating leases are primarily for office space and data centers and are included in operating lease right-of-use ("ROU") assets, accrued expenses and other current liabilities, and operating lease liabilities on our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
For operating leases with a term of one year or less, we have elected to not recognize a lease liability or ROU asset on our consolidated balance sheet. Instead, we recognize the lease payments as expense on a straight-line basis over the lease term. Short-term lease costs are immaterial to our consolidated statements of operations and cash flows.
We have office space and data center lease agreements with insignificant non-lease components and have elected the practical expedient to combine and account for lease and non-lease components as a single lease component.
Business Combinations
Business Combinations
We assign the value of the consideration transferred to acquire a business to the tangible assets and identifiable intangible assets acquired and liabilities assumed on the basis of their fair values at the date of acquisition. Any excess purchase price over the fair value of the net tangible and intangible assets acquired is allocated to goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing certain intangible assets include but are not limited to future expected cash flows from customer relationships and trade names, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Any changes to provisional amounts identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined.
Recoverability of Goodwill and Indefinite-Lived Intangible Assets
Recoverability of Goodwill and Indefinite-Lived Intangible Assets
Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date. We assess goodwill and indefinite-lived intangible assets, neither of which is amortized, for impairment annually as of October 1, or more frequently, if events and circumstances indicate impairment may have occurred. In the evaluation of goodwill for impairment, we typically perform a quantitative assessment and compare the fair value of the reporting unit to the carrying value. An impairment charge is recorded based on the excess of the reporting unit's carrying
amount over its fair value. Periodically, we may choose to perform a qualitative assessment, prior to performing the quantitative analysis, to determine whether the fair value of the goodwill is more likely than not impaired.
We generally base our measurement of fair value of reporting units, except for trivago, which is a separately listed company on the Nasdaq Global Select Market, on a blended analysis of the present value of future discounted cash flows and market valuation approach with the exception of our standalone publicly traded subsidiary, which is based on market valuation. The discounted cash flows model indicates the fair value of the reporting units based on the present value of the cash flows that we expect the reporting units to generate in the future. Our significant estimates in the discounted cash flows model include: our weighted average cost of capital; long-term rate of growth and profitability of our business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison of the Company to comparable publicly traded firms in similar lines of business. Our significant estimates in the market approach model include identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment and assessing comparable revenue and operating income multiples in estimating the fair value of the reporting units. The fair value of the trivago reporting unit was based on trivago's stock price, a Level 1 input, adjusted for an estimated control premium.
We believe the weighted use of discounted cash flows and market approach is the best method for determining the fair value of our reporting units because these are the most common valuation methodologies used within the travel and internet industries; and the blended use of both models compensates for the inherent risks associated with either model if used on a stand-alone basis.
In addition to measuring the fair value of our reporting units as described above, we consider the combined carrying and fair values of our reporting units in relation to the Company’s total fair value of equity plus debt as of the assessment date. Our equity value assumes our fully diluted market capitalization, using either the stock price on the valuation date or the average stock price over a range of dates around the valuation date, plus an estimated acquisition premium which is based on observable transactions of comparable companies. The debt value is based on the highest value expected to be paid to repurchase the debt, which can be fair value, principal or principal plus a premium depending on the terms of each debt instrument.
In our evaluation of our indefinite-lived intangible assets, we typically first perform a quantitative assessment and an impairment charge is recorded for the excess of the carrying value of indefinite-lived intangible assets over their fair value, if necessary. We base our measurement of fair value of indefinite-lived intangible assets, which primarily consist of trade name and trademarks, using the relief-from-royalty method. This method assumes that the trade name and trademarks have value to the extent that their owner is relieved of the obligation to pay royalties for the benefits received from them. As with goodwill, periodically, we may choose to perform a qualitative assessment, prior to performing the quantitative analysis, to determine whether the fair value of the indefinite-lived intangible asset is more likely than not impaired.
Recoverability of Intangible Assets with Definite Lives and Other Long-Lived Assets
Recoverability of Intangible Assets with Definite Lives and Other Long-Lived Assets
Intangible assets with definite lives and other long-lived assets are carried at cost and are amortized on a straight-line basis over their estimated useful lives of one to nine years. We review the carrying value of long-lived assets or asset groups, including property and equipment, to be used in operations whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Factors that would necessitate an impairment assessment include a significant adverse change in the extent or manner in which an asset is used, a significant adverse change in legal factors or the business climate that could affect the value of the asset, or a significant decline in the observable market value of an asset, among others. If such facts indicate a potential impairment, we would assess the recoverability of an asset group by determining if the carrying value of the asset group exceeds the sum of the projected undiscounted cash flows expected to result from the use and eventual disposition of the assets over the remaining economic life of the primary asset in the asset group. If the recoverability test indicates that the carrying value of the asset group is not recoverable, we will estimate the fair value of the asset group using appropriate valuation methodologies which would typically include an estimate of discounted cash flows. Any impairment would be measured as the difference between the asset groups carrying amount and its estimated fair value.
Assets held for sale, to the extent we have any, are reported at the lower of cost or fair value less costs to sell.
Redeemable Noncontrolling Interests
Redeemable Non-controlling Interests
We have non-controlling interests in majority owned entities, which were carried at fair value as the non-controlling interests contained certain rights, whereby we could acquire and the minority shareholders could sell to us the additional shares of the company. If the redeemable non-controlling interest is redeemable at an amount other than fair value, we adjust the non-controlling interest to redemption value through earnings each period. In circumstances where the non-controlling interest is redeemable at fair value, changes in fair value of the shares for which the minority holders could sell to us were recorded to the non-controlling interest and as charges or credits to retained earnings (or additional paid-in capital in the absence of retained earnings). Fair value determinations required high levels of judgment (“Level 3” on the fair value hierarchy) and were based on various valuation techniques, including market comparables and discounted cash flow projections. As of December 31, 2020
and 2019, redeemable non-controlling interests were $13 million and $15 million, and included within other long-term liabilities.
Income Taxes
Income Taxes
We record income taxes under the liability method. Deferred tax assets and liabilities reflect our estimation of the future tax consequences of temporary differences between the carrying amounts of assets and liabilities for book and tax purposes. We determine deferred income taxes based on the differences in accounting methods and timing between financial statement and income tax reporting. Accordingly, we determine the deferred tax asset or liability for each temporary difference based on the enacted tax rates expected to be in effect when we realize the underlying items of income and expense.
We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent earnings experience by jurisdiction, expectations of future taxable income, and the carryforward periods available to us for tax reporting purposes, as well as other relevant factors. We may establish a valuation allowance to reduce deferred tax assets to the amount we believe is more likely than not to be realized. Due to inherent complexities arising from the nature of our businesses, future changes in income tax law, tax sharing agreements or variances between our actual and anticipated operating results, we make certain judgments and estimates. Therefore, actual income taxes could materially vary from these estimates. All deferred income taxes are classified as long-term on our consolidated balance sheets.
We account for uncertain tax positions based on a two-step process of evaluating recognition and measurement criteria. The first step assesses whether the tax position is more likely than not to be sustained upon examination by the tax authority, including resolution of any appeals or litigation, based on the technical merits of the position. If the tax position meets the more likely than not criteria, the portion of the tax benefit greater than 50% likely to be realized upon settlement with the tax authority is recognized in the financial statements.
We recognize interest and penalties related to unrecognized tax benefits in the income tax expense line in our consolidated statement of operations. Accrued interest and penalties are included in other long-term liabilities on the consolidated balance sheet.
In relation to tax effects for accumulated OCI, our policy is to release the tax effects of amounts reclassified from accumulated OCI to pre-tax income (loss) from continuing operations. Any remaining tax effect in accumulated OCI is released following a portfolio approach.
We account for the global intangible low-tax income (“GILTI”) earned by our foreign subsidiaries included in gross U.S. taxable income in the period incurred.
Derivative Instruments
Derivative Instruments
Derivative instruments are carried at fair value on our consolidated balance sheets. The fair values of the derivative financial instruments generally represent the estimated amounts we would expect to receive or pay upon termination of the contracts as of the reporting date.
At December 31, 2020 and 2019, our derivative instruments primarily consisted of foreign currency forward contracts. We use foreign currency forward contracts to economically hedge certain merchant revenue exposures, foreign denominated liabilities related to certain of our loyalty programs and our other foreign currency-denominated operating liabilities. Our goal in managing our foreign exchange risk is to reduce, to the extent practicable, our potential exposure to the changes that exchange rates might have on our earnings, cash flows and financial position. Our foreign currency forward contracts are typically short-term and, as they do not qualify for hedge accounting treatment, we classify the changes in their fair value in other, net. We do not hold or issue financial instruments for speculative or trading purposes.
In June 2015, we issued Euro 650 million of registered senior unsecured notes that are due in June 2022 and bear interest at 2.5% (the “2.5% Notes”). The aggregate principal value of the 2.5% Notes is designated as a hedge of our net investment in certain Euro functional currency subsidiaries. The notes are measured at Euro to U.S. Dollar exchange rates at each balance sheet date and transaction gains or losses due to changes in rates are recorded in accumulated OCI. The Euro-denominated net assets of these subsidiaries are translated into U.S. Dollars at each balance sheet date, with effects of foreign currency changes also reported in accumulated OCI. Since the notional amount of the recorded Euro-denominated debt is less than the notional amount of our net investment, we do not expect to incur any ineffectiveness on this hedge.
Foreign Currency Translation and Transaction Gains and Losses
Foreign Currency Translation and Transaction Gains and Losses
Certain of our operations outside of the United States use the related local currency as their functional currency. We translate revenue and expense at average rates of exchange during the period. We translate assets and liabilities at the rates of exchange as of the consolidated balance sheet dates and include foreign currency translation gains and losses as a component of
accumulated OCI. Due to the nature of our operations and our corporate structure, we also have subsidiaries that have significant transactions in foreign currencies other than their functional currency. We record transaction gains and losses in our consolidated statements of operations related to the recurring remeasurement and settlement of such transactions.
To the extent practicable, we attempt to minimize this exposure by maintaining natural hedges between our current assets and current liabilities of similarly denominated foreign currencies. Additionally, as discussed above, we use foreign currency forward contracts to economically hedge certain merchant revenue exposures and in lieu of holding certain foreign currency cash for the purpose of economically hedging our foreign currency-denominated operating liabilities.
Debt Issuance Costs Debt Issuance CostsWe defer costs we incur to issue debt, which are presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability, and amortize these costs to interest expense over the term of the debt or, in circumstances where the debt can be redeemed at the option of the holders, over the term of the redemption option.
Marketing Promotions
Marketing Promotions
We periodically provide incentive offers to our customers to encourage booking of travel products and services. Generally, our incentive offers are as follows:
Current Discount Offers. These promotions include dollar or percent off discounts to be applied against current purchases. We record the discounts as reduction in revenue at the date we record the corresponding revenue transaction.
Inducement Offers. These promotions include discounts granted at the time of a current purchase to be applied against a future qualifying purchase. We treat inducement offers as a reduction to revenue based on estimated future redemption rates. We allocate the discount amount at the time of the offer between the current performance obligation and the potential future performance obligations based on our expected relative value of the transactions. We estimate our redemption rates using our historical experience for similar inducement offers.
Concession Offers. These promotions include discounts to be applied against a future purchase to maintain customer satisfaction. Upon issuance, we record these concession offers as a reduction to revenue based on estimated future redemption rates. We estimate our redemption rates using our historical experience for concession offers.
Advertising Expense Advertising ExpenseWe incur advertising expense consisting of offline costs, including television and radio advertising, and online advertising expense to promote our brands. We expense the production costs associated with advertisements in the period in which the advertisement first takes place. We expense the costs of communicating the advertisement (e.g., television airtime) as incurred each time the advertisement is shown.
Stock-Based Compensation
Stock-Based Compensation
We measure and amortize the fair value of restricted stock units (“RSUs”) and stock options as follows:
Restricted Stock Units. RSUs are stock awards that are granted to employees entitling the holder to shares of common stock as the award vests, typically over a four-year period, but may accelerate in certain circumstances. During 2019, we started issuing RSUs as our primary form of stock-based compensation, which vest 25% after one year and then vest quarterly over the following three years. We measure the value of RSUs at fair value based on the number of shares granted and the quoted price of our common stock at the date of grant. We amortize the fair value, net of actual forfeitures, as stock-based compensation expense over the vesting term on a straight-line basis. In addition, we have a limited number of performance stock units ("PSUs"), for which we calculate the fair value using a Monte Carlo valuation model and amortized the fair value, net of actual forfeitures, as stock-based compensation over the vesting term, generally a two or three year period, on an accelerated basis. We record RSUs that may be settled by the holder in cash, rather than shares, as a liability and we remeasure these instruments at fair value at the end of each reporting period. Upon settlement of these awards, our total compensation expense recorded over the vesting period of the awards will equal the settlement amount, which is based on our stock price on the settlement date.
Stock Options. Our employee stock options consist of service based awards, some of which also have market-based vesting conditions. We measure the value of stock options issued or modified, including unvested options assumed in acquisitions, on the grant date (or modification or acquisition dates, if applicable) at fair value, using appropriate valuation techniques, including the Black-Scholes and Monte Carlo option pricing models, for awards that contain market-based vesting conditions. We amortize the fair value, net of actual forfeitures, over the remaining explicit vesting term in the case of service-
based awards and the longer of the derived service period or the explicit service period for awards with market conditions on a straight-line basis. In addition, we classify certain employee option awards as liabilities when we deem it not probable that the employees holding the awards will bear the risk and rewards of stock ownership for a reasonable period of time. Such options are revalued at the end of each reporting period and upon settlement our total compensation expense recorded from grant date to settlement date will equal the settlement amount. The majority of our stock options vest over four years.Estimates of fair value are not intended to predict actual future events or the value ultimately realized by employees who receive these awards, and subsequent events are not indicative of the reasonableness of our original estimates of fair value.
Earnings Per Share
Earnings Per Share
We compute basic earnings per share by taking net income or loss attributable to Expedia Group, Inc. available to common stockholders divided by the weighted average number of common and Class B common shares outstanding during the period excluding restricted stock and stock held in escrow. Diluted earnings per share include the potential dilution that could occur from stock-based awards and other stock-based commitments using the treasury stock or the as if converted methods, as applicable. For additional information on how we compute earnings per share, see NOTE 12 — Earnings Per Share.
Fair Value Recognition, Measurement and Disclosure
Fair Value Recognition, Measurement and Disclosure
The carrying amounts of cash and cash equivalents and restricted cash and cash equivalents reported on our consolidated balance sheets approximate fair value as we maintain them with various high-quality financial institutions. The accounts receivable are short-term in nature and are generally settled shortly after the sale.
We disclose the fair value of our financial instruments based on the fair value hierarchy using the following three categories:
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 the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.
Certain Risks and Concentrations
Certain Risks and Concentrations
Our business is subject to certain risks and concentrations including dependence on relationships with travel suppliers, primarily airlines and hotels, dependence on third-party technology providers, exposure to risks associated with online commerce security and payment related fraud. We also rely on global distribution system partners and third-party service providers for certain fulfillment services.
Financial instruments, which potentially subject us to concentration of credit risk, consist primarily of cash and cash equivalents. We maintain some cash and cash equivalents balances with financial institutions that are in excess of Federal Deposit Insurance Corporation insurance limits. Our cash and cash equivalents are primarily composed of term deposits as well as bank (both interest and non-interest bearing) account balances denominated in U.S. dollars, Euros, British pound sterling, Canadian dollar, Australian dollar, Japanese yen and Brazilian real.
Contingent Liabilities
Contingent Liabilities
We have a number of regulatory and legal matters outstanding, as discussed further in NOTE 15 — Commitments and Contingencies. Periodically, we review the status of all significant outstanding matters to assess the potential financial exposure. When (i) it is probable that an asset has been impaired or a liability has been incurred and (ii) the amount of the loss can be reasonably estimated, we record the estimated loss in our consolidated statements of operations. We provide disclosure in the notes to the consolidated financial statements for loss contingencies that do not meet both of these conditions if there is a reasonable possibility that a loss may have been incurred that would be material to the financial statements. Significant judgment is required to determine the probability that a liability has been incurred and whether such liability is reasonably estimable. We base accruals made on the best information available at the time which can be highly subjective. The final outcome of these matters could vary significantly from the amounts included in the accompanying consolidated financial statements.
Occupancy and Other Taxes
Occupancy and Other Taxes
Some states and localities impose taxes (e.g. transient occupancy, accommodation tax, sales tax, and/or business privilege tax) on the use or occupancy of hotel accommodations or other traveler services. Generally, hotels collect taxes based on the room rate paid to the hotel and remit these taxes to the various tax authorities. When a customer books a room through one of our travel services, we collect a tax recovery charge from the customer which we pay to the hotel. We calculate the tax recovery charge by applying the applicable tax rate supplied to us by the hotels to the amount that the hotel has agreed to receive for the rental of the room by the consumer. In most jurisdictions, we do not collect or remit taxes, nor do we pay taxes to the hotel operator on the portion of the customer payment we retain. Some jurisdictions have questioned our practice in this regard. While the applicable tax provisions vary among the jurisdictions, we generally believe that we are not required to collect and remit such taxes. A limited number of taxing jurisdictions have made similar claims against Vrbo for tax amounts due on the rental amounts charged by owners of alternative accommodations properties or for taxes on Vrbo’s services. Vrbo is an intermediary between a traveler and a party renting a vacation property and we believe is similarly not liable for such taxes. We are engaged in discussions with tax authorities in various jurisdictions to resolve these issues. Some tax authorities have brought lawsuits or have levied assessments asserting that we are required to collect and remit tax. The ultimate resolution in all jurisdictions cannot be determined at this time. We have established a reserve for the potential settlement of issues related to hotel occupancy and other taxes when determined to be probable and estimable. See NOTE 15 — Commitments and Contingencies for further discussion.
Recently Adopted Accounting Policies and Recent Accounting Policies Not Yet Adopted
Recently Adopted Accounting Policies
Measurement of Credit Losses on Financial Instruments. As of January 1, 2020, we adopted the Accounting Standards Updates (“ASU”) guidance on the measurement of credit losses for financial assets measured at amortized cost, which includes accounts receivable, and available-for-sale debt securities, using the modified retrospective method. The new guidance replaced the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Upon adoption, this new guidance did not have a material impact on our consolidated financial statements and no cumulative-effect adjustment to retained earnings was made.
Cloud Computing Arrangements. As of January 1, 2020, we adopted the new ASU guidance on the accounting for implementation costs incurred for a cloud computing arrangement that is a service contract using the prospective method. The update conformed the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting guidance that provides for capitalization of costs incurred to develop or obtain internal-use-software. The adoption of this new guidance did not have a material impact on our consolidated financial statements.
Fair Value Measurements. As of January 1, 2020, we adopted the new ASU guidance related to the disclosure requirements on fair value measurements, which removed, modified or added certain disclosures using the prospective method. The adoption of this new guidance did not have a material impact on our consolidated financial statements.
Guarantor Financial Information. In March 2020, the SEC amended Rule 3-10 of Regulation S-X regarding financial disclosure requirements for registered debt offerings involving subsidiaries as either issuers or guarantors and affiliates whose securities are pledged as collateral. This new guidance narrows the circumstances that require separate financial statements of subsidiary issuers and guarantors and streamlines the alternative disclosures required in lieu of those statements. We adopted these amendments for the quarter ended March 31, 2020. Accordingly, combined summarized financial information has been presented only for the issuer and guarantors of our senior notes for the most recent fiscal year, and the location of the required disclosures has been removed from the Notes to the Consolidated Financial Statements and moved to Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Recent Accounting Policies Not Yet Adopted
Simplifying the Accounting for Income Taxes. In December 2019, the Financial Accounting Standards Board ("FASB") issued new guidance to simplify the accounting for income taxes. This new standard eliminates certain exceptions in current guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. For public business entities, this guidance is effective for interim or annual periods beginning after December 15, 2020. The adoption of this new guidance is not expected to have a material impact on our consolidated financial statements.
Investments - equity securities; Investments - Equity Method and Joint Ventures; Derivatives and Hedging. In January 2020, the FASB issued an accounting standards update which clarifies the interaction between the accounting for investments in equity securities, equity method investments and certain derivative instruments. The new standard is expected to reduce diversity in practice and increase comparability of the accounting for these interactions. The standards update is effective for
interim or annual periods beginning after December 15, 2020. The adoption of this new guidance is not expected to have a material impact on our consolidated financial statements. Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. In August 2020, the FASB issued an accounting standards update which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. Specifically, the standard simplifies accounting for convertible instruments by removing major separation models required under current GAAP, removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it, and simplifies the diluted earnings per share calculation in certain areas. The standards update is effective for interim or annual periods beginning after December 15, 2021. Early adoption is permitted for fiscal periods beginning after December 15, 2020 but the guidance must be adopted as of the beginning of the fiscal year. We plan to early adopt the guidance effective January 1, 2021 and do not expect the adoption to have a material impact on our consolidated financial statements.
Fair Value Measurements We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input.
v3.20.4
Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2020
Accounting Policies [Abstract]  
Schedule of Adjustments The following table presents a summary of the amounts as reported and as reclassified in our consolidated statements of operations for the years ended December 31, 2019 and 2018:
Year ended
December 31, 2019
Year ended
December 31, 2018
As reportedAs reclassifiedAs reportedAs reclassified
 (In millions)
Cost of revenue$2,163 $2,077 $1,965 $1,864 
Selling and marketing6,135 6,078 5,767 5,721 
Technology and content1,763 1,226 1,617 1,122 
General and administrative847 815 808 774 
Depreciation and amortization198 910 283 959 
Schedule of Cash and Cash Equivalents The following table reconciles cash, cash equivalents and restricted cash reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows:
December 31,
20202019
(in millions)
Cash and cash equivalents$3,363 $3,315 
Restricted cash and cash equivalents772 779 
Restricted cash included within long-term investments and other assets
Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow$4,138 $4,097 
Schedule of Restrictions on Cash and Cash Equivalents The following table reconciles cash, cash equivalents and restricted cash reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows:
December 31,
20202019
(in millions)
Cash and cash equivalents$3,363 $3,315 
Restricted cash and cash equivalents772 779 
Restricted cash included within long-term investments and other assets
Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow$4,138 $4,097 
v3.20.4
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2020
Fair Value Disclosures [Abstract]  
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis
Financial assets measured at fair value on a recurring basis as of December 31, 2020 are classified using the fair value hierarchy in the table below:
TotalLevel 1Level 2
 (In millions)
Assets
Cash equivalents:
Money market funds$147 $147 $— 
Term deposits49 — 49 
U.S. treasury securities150 150 — 
Investments:
Term deposits24 — 24 
       Marketable equity securities123 123 — 
Total assets$493 $420 $73 
Liabilities
Derivatives:
       Foreign currency forward contracts$14 $— $14 

Financial assets measured at fair value on a recurring basis as of December 31, 2019 are classified using the fair value hierarchy in the table below:
TotalLevel 1Level 2
 (In millions)
Assets
Cash equivalents:
Money market funds$36 $36 $— 
Term deposits865 — 865 
U.S. treasury securities10 10 — 
Investments:
Term deposits526 — 526 
Marketable equity securities129 129 — 
Total assets$1,566 $175 $1,391 
Liabilities
Derivatives:
Foreign currency forward contracts$$— $
v3.20.4
Property and Equipment, Net (Tables)
12 Months Ended
Dec. 31, 2020
Property, Plant and Equipment [Abstract]  
Components of Property and Equipment, Net
Our property and equipment consists of the following:
 December 31,
 20202019
 (In millions)
Capitalized software development$3,374 $2,947 
Computer equipment617 643 
Furniture and other equipment128 114 
Buildings and leasehold improvements1,230 688 
Land146 129 
5,495 4,521 
Less: accumulated depreciation(3,289)(2,833)
Projects in progress51 510 
Property and equipment, net$2,257 $2,198 
v3.20.4
Leases (Tables)
12 Months Ended
Dec. 31, 2020
Leases [Abstract]  
Schedule of Cash Flow Information for Operating Leases
Supplemental cash flow information related to leases were as follows:
Year ended
December 31,
20202019
(In millions)
Cash paid for amounts included in the measurement of lease liabilities:
   Operating cash flows for operating lease payments$139 $152 
Right-of-use assets obtained in exchange for lease obligations:
   Operating leases117 183 
Schedule of Supplemental Balance Sheet Information for Operating Leases
Supplemental consolidated balance sheet information related to leases were as follows:
December 31, 2020December 31, 2019
(in millions)
Operating lease right-of-use assets$574 $611 
Current lease liabilities, included within Accrued expenses and other current liabilities$126 $119 
Long-term lease liabilities, included within Operating lease liabilities 513 532 
   Total operating lease liabilities$639 $651 
Weighted average remaining lease term8.8 years8.8 years
Weighted average discount rate3.6 %3.5 %
Schedule of Future Minimum Rental Payments for Operating Leases
Maturities of lease liabilities are as follows:
Operating Leases
(in millions)
Year ending December 31,
2021$147 
2022109 
202382 
202466 
202557 
2026 and thereafter289 
Total lease payments750 
Less: imputed interest(111)
Total$639 
v3.20.4
Goodwill and Intangible Assets, Net (Tables)
12 Months Ended
Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill and Intangible Assets
The following table presents our goodwill and intangible assets as of December 31, 2020 and 2019: 
 December 31,
 20202019
 (In millions)
Goodwill$7,380 $8,127 
Intangible assets with indefinite lives1,183 1,284 
Intangible assets with definite lives, net332 520 
$8,895 $9,931 
Changes in Goodwill by Reportable Segment The following table presents the changes in goodwill by reportable segment:
RetailB2BtrivagoTotal
 (In millions)
Balance as of January 1, 2019$7,028 $531 $561 $8,120 
Additions21 — — 21 
Foreign exchange translation and other— (2)(12)(14)
Balance as of December 31, 20197,049 529 549 8,127 
Impairment charges(559)— (240)(799)
Foreign exchange translation and other15 28 52 
Balance as of December 31, 2020$6,505 $538 $337 $7,380 
Components of Intangible Assets with Definite Lives The following table presents the components of our intangible assets with definite lives as of December 31, 2020 and 2019:
 December 31, 2020December 31, 2019
 CostAccumulated
Amortization
NetCostAccumulated
Amortization
Net
 (In millions)
Customer relationships$638 $(540)$98 $658 $(499)$159 
Supplier relationships661 (556)105 651 (483)168 
Domain names173 (133)40 183 (109)74 
Other1,075 (986)89 1,092 (973)119 
Total$2,547 $(2,215)$332 $2,584 $(2,064)$520 
Estimated Future Amortization Expense Related to Intangible Assets The estimated future amortization expense related to intangible assets with definite lives as of December 31, 2020, assuming no subsequent impairment of the underlying assets, is as follows, in millions:
2021$102 
202288 
202353 
202449 
202533 
2026 and thereafter
Total$332 
v3.20.4
Debt (Tables)
12 Months Ended
Dec. 31, 2020
Debt Disclosure [Abstract]  
Long Term Debt Outstanding
The following table sets forth our outstanding debt:
 December 31,
 20202019
 (In millions)
5.95% senior notes due 2020
$— $749 
2.5% (€650 million) senior notes due 2022
798 725 
3.6% senior notes due 2023
496 — 
4.5% senior notes due 2024
497 497 
6.25% senior notes due 2025
1,972 — 
7.0% senior notes due 2025
740 — 
5.0% senior notes due 2026
744 743 
4.625% senior notes due 2027
743 — 
3.8% senior notes due 2028
993 992 
3.25% senior dues due 2030
1,233 1,232 
Total debt(1)
8,216 4,938 
Current maturities of long-term debt— (749)
Long-term debt, excluding current maturities
$8,216 $4,189 
___________________________________
(1)Net of discounts and debt issuance costs.
v3.20.4
Stock-Based Awards and Other Equity Instruments (Tables)
12 Months Ended
Dec. 31, 2020
Share-based Payment Arrangement [Abstract]  
Summary of Restricted Stock Units Activity
The following table presents a summary of RSU activity:
RSUsWeighted Average
Grant-Date Fair
Value
 (In thousands) 
Balance as of January 1, 20181,941 $120.19 
Granted1,821 107.37 
Vested(615)118.41 
Cancelled(386)113.55 
Balance as of December 31, 20182,761 113.12 
Granted2,937 121.39 
Vested(952)114.33 
Cancelled(616)117.54 
Balance as of December 31, 20194,130 117.05 
Granted (1)
3,802 94.70 
Vested(1,531)118.99 
Cancelled(1,116)108.88 
Balance as of December 31, 20205,285 101.93 
___________________________________
(1)Includes 0.3 million target level performance share units granted.
Summary of Stock Option Activity
The following table presents a summary of our stock option activity:
OptionsWeighted Average
Exercise Price
Remaining
Contractual Life
Aggregate
Intrinsic Value
 (In thousands) (In years)(In millions)
Balance as of January 1, 201815,653 $95.23 
Granted5,342 104.72 
Exercised(2,098)71.36 
Cancelled(1,197)107.26 
Balance as of December 31, 201817,700 100.11 
Granted31 123.31 
Exercised(3,370)85.04 
Cancelled(1,246)111.31 
Balance as of December 31, 201913,115 102.97 
Granted— — 
Exercised(3,225)95.36 
Cancelled(1,194)103.29 
Balance as of December 31, 20208,696 105.75 2.7$238 
Exercisable as of December 31, 20206,043 103.59 2.2177 
Vested and expected to vest after December 31, 20208,696 105.75 2.7238 
Weighted Average Assumptions of Black-Scholes and Monte Carlo Option-Pricing Models The fair value of stock options granted during the year ended December 31, 2018 were estimated at the date of grant using appropriate valuation techniques, including the Black-Scholes and Monte Carlo option-pricing models, assuming the following weighted average assumptions:
2018
Risk-free interest rate2.47 %
Expected volatility32.81 %
Expected life (in years)3.80
Dividend yield1.11 %
Weighted-average estimated fair value of options granted during the year$24.97 
v3.20.4
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2020
Income Tax Disclosure [Abstract]  
Domestic and Foreign Income (Loss) Before Income Taxes
The following table summarizes our U.S. and foreign income (loss) before income taxes:
 Year Ended December 31,
 202020192018
 (In millions)
U.S.$(2,354)$172 $32 
Foreign(797)603 453 
Total$(3,151)$775 $485 
Components of Income Tax Expense
The following table summarizes our provision for income taxes:
 Year Ended December 31,
 202020192018
  (In millions) 
Current income tax (benefit) expense:
U.S. federal$(31)$76 $186 
State— 20 42 
Foreign96 198 167 
Current income tax expense65 294 395 
Deferred income tax (benefit) expense:
U.S. federal(315)(53)(273)
State(65)(9)(25)
Foreign(108)(29)(10)
Deferred income tax (benefit) expense(488)(91)(308)
Income tax (benefit) expense$(423)$203 $87 
Components of Deferred Tax Assets and Deferred Tax Liabilities
As of December 31, 2020 and 2019, the significant components of our deferred tax assets and deferred tax liabilities were as follows:
 December 31,
 20202019
 (In millions)
Deferred tax assets:
Provision for accrued expenses$91 $100 
Deferred loyalty rewards180 183 
Net operating loss and tax credit carryforwards654 100 
Stock-based compensation70 86 
Property and equipment54 102 
Operating lease liabilities135 136 
Other172 72 
Total deferred tax assets1,356 779 
Less valuation allowance(216)(77)
Net deferred tax assets$1,140 $702 
Deferred tax liabilities:
Goodwill and intangible assets(422)(485)
Operating lease ROU assets(126)(128)
Total deferred tax liabilities$(548)$(613)
Net deferred tax assets$592 $89 
Schedule of Statutory Federal Income Tax Rate to Income from Continuing Operations before Income Taxes
A reconciliation of amounts computed by applying the U.S. federal statutory income tax rate to income before income taxes to total income tax expense is as follows:
 Year Ended December 31,
 202020192018
  (In millions) 
Income tax (benefit) expense at the U.S. federal statutory rate of 21%$(662)$163 $102 
Foreign tax rate differential16 40 (42)
U.S. federal research and development credit(24)(25)(23)
Excess tax benefits related to stock-based compensation(13)(10)
Unrecognized tax benefits and related interest36 17 23 
Change in valuation allowance139 (3)
Return to provision true-ups(20)(12)(7)
trivago stock-based compensation
State taxes(48)22 11 
Non-deductible goodwill impairment170 — 16 
Deferral of capital losses(53)— — 
Global intangible low-taxed income— — 13 
Foreign-derived intangible income— (14)(38)
Other, net12 21 27 
Income tax (benefit) expense$(423)$203 $87 
Income Tax Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits and interest is as follows:
202020192018
  (In millions) 
Balance, beginning of year$305 $293 $261 
Increases to tax positions related to the current year16 12 24 
Increases to tax positions related to prior years18 
Decreases to tax positions related to prior years(2)— — 
Reductions due to lapsed statute of limitations(4)(2)(2)
Settlements during current year— (11)— 
Interest and penalties12 
Balance, end of year$345 $305 $293 
v3.20.4
Capital Stock (Tables)
12 Months Ended
Dec. 31, 2020
Equity [Abstract]  
Share Repurchases Shares repurchased under the authorized programs were as follows:
 Year Ended December 31,
 202020192018
Number of shares repurchased3.4 million5.6 million7.7 million
Average price per share$109.88 $122.72 $117.02 
Total cost of repurchases (in millions)(1)
$370 $683 $903 
___________________________________
(1)Amount excludes transaction costs.
Summary Of Dividends Declared
In 2020, 2019 and 2018, the Executive Committee, acting on behalf of the Board of Directors, declared and paid the following common stock dividends:
Declaration DateDividend
Per Share
Record DateTotal Amount
(in millions)
Payment Date
Year ended December 31, 2020:
February 13, 2020$0.34 March 10, 2020$48 March 26, 2020
Year ended December 31, 2019:
February 6, 2019$0.32 March 7, 2019$47 March 27, 2019
May 1, 20190.32 May 23, 201948 June 13, 2019
July 24, 20190.34 August 22, 201950 September 12, 2019
November 6, 20190.34 November 19, 201950 December 12, 2019
Year ended December 31, 2018:
February 7, 2018$0.30 March 8, 2018$46 March 28, 2018
April 24, 20180.30 May 24, 201845 June 14, 2018
July 23, 20180.32 August 23, 201847 September 13, 2018
October 19, 20180.32 November 15, 201848 December 6, 2018
v3.20.4
Earnings Per Share (Tables)
12 Months Ended
Dec. 31, 2020
Earnings Per Share [Abstract]  
Basic and Diluted Earnings (Loss) Per Share
The following table presents our basic and diluted earnings (loss) per share:
 Year Ended December 31,
 202020192018
 (In millions, except share and per share data)
Net income (loss) attributable to Expedia Group, Inc.$(2,612)$565 $406 
Preferred stock dividend(75)— — 
Net income (loss) attributable to Expedia Group, Inc. common stockholders$(2,687)$565 $406 
Earnings (loss) per share attributable to Expedia Group, Inc. available to common stockholders:
Basic$(19.00)$3.84 $2.71 
Diluted(19.00)3.77 2.65 
Weighted average number of shares outstanding (000's):
Basic141,414 147,194 149,961 
Dilutive effect of:
Options to purchase common stock— 1,873 2,317 
Other dilutive securities— 817 611 
Diluted141,414 149,884 152,889 
v3.20.4
Other Income (Expense) (Tables)
12 Months Ended
Dec. 31, 2020
Other Income and Expenses [Abstract]  
Components of Other Income (Expense)
The following table presents the components of other, net:
 For the Year Ended December 31,
 202020192018
 (In millions)
Foreign exchange rate gains (losses), net
$71 $(34)$
Gains (losses) on minority equity investments, net(142)(111)
Loss on sale of businesses, net(13)— — 
Other(6)12 (2)
Total$(90)$(14)$(110)
v3.20.4
Commitments and Contingencies (Tables)
12 Months Ended
Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Commitments and Obligations The following table presents these commitments and obligations as of December 31, 2020:
  By Period
 TotalLess than
1  year
1 to 3
years
3 to 5
years
More than
5  years
 (In millions)
Purchase obligations$1,042 $551 $452 $39 $— 
Guarantees59 59 — — — 
Letters of credit32 24 — 
$1,133 $634 $457 $39 $
v3.20.4
Acquisitions, Other Investments and Divestitures (Tables)
12 Months Ended
Dec. 31, 2020
Business Combinations [Abstract]  
Schedule of Purchase Price Allocation
During 2018, we completed two business combinations. The following summarizes the aggregate purchase price allocation for these acquisitions, in millions:
Goodwill$31 
Intangibles with definite lives (1)
24 
Deferred tax liabilities, net(1)
     Total (2)
$54 
___________________________________
(1)Acquired intangible assets with definite lives had a weighted average useful life of 2.9 years.
(2)Included cash acquired of $1 million
v3.20.4
Segment Information (Tables)
12 Months Ended
Dec. 31, 2020
Segment Reporting [Abstract]  
Operating Segment Information
The following tables present our segment information for 2020, 2019 and 2018. As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers. 
 Year ended December 31, 2020
 RetailB2BtrivagoCorporate &
Eliminations
Total
 (In millions)
Third-party revenue$3,993 $942 $205 $59 $5,199 
Intersegment revenue— — 75 (75)— 
Revenue$3,993 $942 $280 $(16)$5,199 
Adjusted EBITDA$254 $(208)$(14)$(400)$(368)
Depreciation(525)(128)(12)(74)(739)
Amortization of intangible assets— — — (154)(154)
Impairment of goodwill— — — (799)(799)
Impairment of intangible assets— — — (175)(175)
Stock-based compensation— — — (205)(205)
Legal reserves, occupancy tax and other— — — 13 13 
Restructuring and related reorganization charges— — — (231)(231)
Realized (gain) loss on revenue hedges(58)(3)— — (61)
Operating loss$(329)$(339)$(26)$(2,025)(2,719)
Other expense, net(432)
Loss before income taxes(3,151)
Provision for income taxes423 
Net loss(2,728)
Net loss attributable to non-controlling interests116 
Net loss attributable to Expedia Group, Inc.(2,612)
Preferred stock dividend(75)
Net loss attributable to Expedia Group, Inc. common stockholders$(2,687)
 Year ended December 31, 2019
 RetailB2BtrivagoCorporate & EliminationsTotal
 (In millions)
Third-party revenue$8,808 $2,579 $622 $58 $12,067 
Intersegment revenue— — 316 (316)— 
Revenue$8,808 $2,579 $938 $(258)$12,067 
Adjusted EBITDA$2,121 $447 $85 $(519)$2,134 
Depreciation(512)(110)(11)(79)(712)
Amortization of intangible assets— — — (198)(198)
Stock-based compensation— — — (241)(241)
Legal reserves, occupancy tax and other— — — (34)(34)
Restructuring and related reorganization charges— — — (24)(24)
Realized (gain) loss on revenue hedges(8)(14)— — (22)
Operating income (loss)$1,601 $323 $74 $(1,095)903 
Other expense, net(128)
Income before income taxes775 
Provision for income taxes(203)
Net income572 
Net income attributable to non-controlling interests(7)
Net income attributable to Expedia Group, Inc.$565 

 Year ended December 31, 2018
 RetailB2BtrivagoCorporate & EliminationsTotal
 (In millions)
Third-party revenue$8,389 $2,143 $691 $— $11,223 
Intersegment revenue— — 393 (393)— 
Revenue$8,389 $2,143 $1,084 $(393)$11,223 
Adjusted EBITDA$2,088 $341 $16 $(475)$1,970 
Depreciation(493)(101)(15)(67)(676)
Amortization of intangible assets— — — (283)(283)
Impairment of goodwill— — — (86)(86)
Impairment of intangible assets— — — (42)(42)
Stock-based compensation— — — (203)(203)
Legal reserves, occupancy tax and other— — — 59 59 
Realized (gain) loss on revenue hedges(5)(20)— — (25)
Operating income (loss)$1,590 $220 $$(1,097)714 
Other income, net(229)
Income before income taxes485 
Provision for income taxes(87)
Net income398 
Net loss attributable to non-controlling interests
Net income attributable to Expedia Group, Inc.$406 
Schedule of Revenue by Services
Revenue by Business Model and Service Type
The following table presents revenue by business model and service type for the years ended December 31, 2020, 2019 and 2018:
Year Ended December 31,
202020192018
(In millions)
Business Model
Merchant$3,261 $6,763 $6,125 
Agency1,267 3,882 3,701 
Advertising, media and other671 1,422 1,397 
Total revenue
$5,199 $12,067 $11,223 
Service Type
Lodging$4,051 $8,362 $7,597 
Air105 869 881 
Advertising and media405 1,104 1,103 
Other(1)
638 1,732 1,642 
Total revenue
$5,199 $12,067 $11,223 
___________________________________

(1)Other includes car rental, insurance, destination services, cruise and fee revenue related to our corporate travel business, among other revenue streams, none of which are individually material. Other also includes product revenue of $59 million and $58 million during the years ended December 31, 2020 and 2019 related to Bodybuilding.com, which was sold in May 2020.
Schedule of Revenue by Geographic Area
Geographic Information
The following table presents revenue by geographic area, the United States and all other countries, based on the geographic location of our websites or points of sale with the exception of trivago, which has all been allocated to Germany, the location of its corporate headquarters, for the years ended December 31, 2020, 2019 and 2018. No sales to an individual country other than the United States accounted for more than 10% of revenue for the presented years.
 Year Ended December 31,
 202020192018
 (In millions)
Revenue
United States$3,511 $6,869 $6,202 
All other countries1,688 5,198 5,021 
$5,199 $12,067 $11,223 
Schedule of Property and Equipment by Geographic Area
The following table presents property and equipment, net for the United States and all other countries, as of December 31, 2020 and 2019:
 As of December 31,
 20202019
 (In millions)
Property and equipment, net
United States$2,114 $2,038 
All other countries143 160 
$2,257 $2,198 
v3.20.4
Valuation and Qualifying Accounts (Tables)
12 Months Ended
Dec. 31, 2020
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Summary of Changes in Valuation and Qualifying Accounts
The following table presents the changes in our valuation and qualifying accounts. Other reserves primarily include our accrual of the cost associated with purchases made on our website related to the use of fraudulent credit cards “charged-back” due to payment disputes and cancellation fees as well as refund reserves in 2020 due to COVID impacts.
DescriptionBalance at
Beginning of
Period
Charges to
Earnings
Charges to
Other
Accounts(1)
DeductionsBalance at End
of Period
 (In millions)
2020
Allowance for expected credit losses$41 $82 $$(24)$101 
Other reserves19 392(2)58 
2019
Allowance for doubtful accounts$34 $25 $(3)$(15)$41 
Other reserves19 19 
2018
Allowance for doubtful accounts$31 $27 $(8)$(16)$34 
Other reserves22 19 
___________________________________
(1)Charges to other accounts primarily relates to amounts acquired through acquisitions, net translation adjustments, and reclassifications.
v3.20.4
Quarterly Financial Information (Unaudited) (Tables)
12 Months Ended
Dec. 31, 2020
Quarterly Financial Information Disclosure [Abstract]  
Schedule Of Quarterly Financial Information
 Three Months Ended
 December 31September 30June 30March 31
 (In millions, except per share data)
Year ended December 31, 2020
Revenue$920 $1,504 $566 $2,209 
Operating loss(463)(113)(849)(1,294)
Net loss attributable to Expedia Group, Inc common stockholders(412)(221)(753)(1,301)
Basic loss per share(1)
$(2.89)$(1.56)$(5.34)$(9.24)
Diluted loss per share(1)
(2.89)(1.56)(5.34)(9.24)
Year ended December 31, 2019
Revenue$2,747 $3,558 $3,153 $2,609 
Operating income (loss)160 609 265 (131)
Net income (loss) attributable to Expedia Group, Inc. common stockholders76 409 183 (103)
Basic earnings (loss) per share(1)
$0.52 $2.77 $1.23 $(0.69)
Diluted earnings (loss) per share(1)
0.52 2.71 1.21 (0.69)
___________________________________
(1)Earnings per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly earnings per share may not equal the total computed for the year.
v3.20.4
Significant Accounting Policies - Reclassifications (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Cost of revenue $ 1,680 $ 2,077 $ 1,864
Selling and marketing 2,546 6,078 5,721
Technology and content 1,010 1,226 1,122
General and administrative 597 815 774
Depreciation and amortization $ 893 910 959
As reported      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Cost of revenue   2,163 1,965
Selling and marketing   6,135 5,767
Technology and content   1,763 1,617
General and administrative   847 808
Depreciation and amortization   $ 198 $ 283
v3.20.4
Significant Accounting Policies - Additional Information (Details)
12 Months Ended
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2020
EUR (€)
Dec. 31, 2019
EUR (€)
Jun. 30, 2015
EUR (€)
Significant Accounting Policies [Line Items]            
Prepaid merchant bookings $ 389,000,000 $ 226,000,000        
Deferred revenue 172,000,000 321,000,000        
Incremental allowance for expected uncollectible amounts 82,000,000          
Allowance for credit loss, other period increase (decrease) 24,000,000          
Redeemable non-controlling interests 13,000,000 15,000,000        
Advertising expense $ 1,200,000,000 $ 3,500,000,000 $ 3,400,000,000      
RSUs            
Significant Accounting Policies [Line Items]            
Vesting period 4 years          
RSUs | Share-based Payment Arrangement, Tranche One            
Significant Accounting Policies [Line Items]            
Vesting period 1 year 1 year        
Vesting percentage 25.00% 25.00%        
RSUs | Share-based Payment Arrangement, Tranche Two            
Significant Accounting Policies [Line Items]            
Vesting period 3 years 3 years        
Stock Options            
Significant Accounting Policies [Line Items]            
Vesting period 4 years          
2.5% (€650 million) Senior Notes Due 2022            
Significant Accounting Policies [Line Items]            
Senior unsecured notes principal amount $ 650,000,000     € 650 € 650 € 650,000,000
Senior notes, interest rate 2.50% 2.50%   2.50% 2.50% 2.50%
Land Improvements            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 15 years          
Buildings            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 40 years          
Minimum            
Significant Accounting Policies [Line Items]            
Definite lived intangible assets, estimated useful life 1 year          
Minimum | Performance stock units ("PSUs")            
Significant Accounting Policies [Line Items]            
Vesting period 2 years          
Minimum | Computer Equipment            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 3 years          
Minimum | Software Development            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 3 years          
Minimum | Furniture and Other Equipment            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 3 years          
Maximum            
Significant Accounting Policies [Line Items]            
Definite lived intangible assets, estimated useful life 9 years          
Maximum | Performance stock units ("PSUs")            
Significant Accounting Policies [Line Items]            
Vesting period 3 years          
Maximum | Computer Equipment            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 5 years          
Maximum | Software Development            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 5 years          
Maximum | Furniture and Other Equipment            
Significant Accounting Policies [Line Items]            
Property and equipment, estimated useful lives 5 years          
Deferred Merchant Bookings            
Significant Accounting Policies [Line Items]            
Deferred merchant bookings liability, current $ 2,300,000,000 $ 4,900,000,000        
Deferred merchant booking liability, decrease due to recognition during period 3,500,000,000          
Contract with customer, liability, revenue recognized 582,000,000          
Deferred Loyalty Rewards            
Significant Accounting Policies [Line Items]            
Deferred merchant bookings liability, current 769,000,000 781,000,000        
Deferred merchant booking liability, decrease due to recognition during period $ 427,000,000          
Deferred Loyalty Rewards | Minimum            
Significant Accounting Policies [Line Items]            
Customer loyalty program, period of recognition 1 year          
Deferred Loyalty Rewards | Maximum            
Significant Accounting Policies [Line Items]            
Customer loyalty program, period of recognition 2 years          
Other Deferred Revenue            
Significant Accounting Policies [Line Items]            
Contract with customer, liability, revenue recognized $ 206,000,000          
Deferred revenue $ 172,000,000 $ 321,000,000        
v3.20.4
Significant Accounting Policies - Reconciliation of cash, cash equivalents and restricted cash (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Accounting Policies [Abstract]        
Cash and cash equivalents $ 3,363 $ 3,315    
Restricted cash and cash equivalents 772 779    
Restricted cash included within long-term investments and other assets 3 3    
Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statement of cash flow $ 4,138 $ 4,097 $ 2,705 $ 2,917
v3.20.4
Fair Value Measurements - Financial Instruments Measured at Fair Value (Details) - Recurring basis - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total assets $ 493 $ 1,566
Foreign currency forward contracts    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency forward contracts 14 8
Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 147 36
Term deposits    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 49 865
Investments 24 526
U.S. treasury securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 150 10
Marketable equity securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 123 129
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total assets 420 175
Level 1 | Foreign currency forward contracts    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency forward contracts 0 0
Level 1 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 147 36
Level 1 | Term deposits    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Investments 0 0
Level 1 | U.S. treasury securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 150 10
Level 1 | Marketable equity securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 123 129
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total assets 73 1,391
Level 2 | Foreign currency forward contracts    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency forward contracts 14 8
Level 2 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Level 2 | Term deposits    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 49 865
Investments 24 526
Level 2 | U.S. treasury securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Level 2 | Marketable equity securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments $ 0 $ 0
v3.20.4
Fair Value Measurements - Additional Information (Details)
12 Months Ended
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Gain (loss) on investments $ (142,000,000) $ 8,000,000 $ (111,000,000)
Net gains (losses) from foreign currency forward contracts 74,000,000 (8,000,000) 47,000,000
Impairment of goodwill 799,000,000 0 86,000,000
Goodwill 7,380,000,000 8,127,000,000 8,120,000,000
Impairment of intangible assets $ 175,000,000 0 42,000,000
Finite-lived intangible assets, remaining amortization period 8 years    
Investments without readily determinable fair values $ 330,000,000 467,000,000  
Cost upward method investments 2,000,000    
Cost downward method investments $ 105,000,000    
Minimum | Fair Value, Inputs, Level 3 | Measurement Input, Projected Revenues And Royalty Rates      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Intangible assets, indefinite-lived (excluding goodwill), measurement input 0.02    
Maximum | Fair Value, Inputs, Level 3 | Measurement Input, Projected Revenues And Royalty Rates      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Intangible assets, indefinite-lived (excluding goodwill), measurement input 0.08    
Weighted Average | Fair Value, Inputs, Level 3 | Measurement Input, Projected Revenues And Royalty Rates      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Intangible assets, indefinite-lived (excluding goodwill), measurement input 0.07    
Retail      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment of goodwill $ 559,000,000   86,000,000
Goodwill 6,505,000,000 7,049,000,000 7,028,000,000
Impairment of intangible assets 175,000,000   42,000,000
Trivago      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment of goodwill 240,000,000    
Goodwill 337,000,000 549,000,000 561,000,000
Nonrecurring basis      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Finite-lived intangible assets, fair value disclosure     27,000,000
Equity securities, other-than-temporary impairments, gain (loss) (134,000,000) (2,000,000) 33,000,000
Nonrecurring basis | Retail      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment of goodwill 559,000,000    
Goodwill 2,300,000,000    
Impairment of intangible assets 175,000,000    
Impairment of definite-lived intangible assets 35,000,000    
Nonrecurring basis | Retail | Other      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment of intangible assets 21,000,000    
Nonrecurring basis | Retail | Trade Names      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment of indefinite-lived intangible assets 119,000,000    
Nonrecurring basis | Trivago      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment of goodwill 240,000,000    
Foreign currency forward contracts      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Notional amount of foreign currency derivatives 1,400,000,000    
Foreign currency forward contracts | Accrued Liabilities [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Foreign currency forward contracts 14,000,000 8,000,000  
Gross forward liability 23,000,000 30,000,000  
Foreign currency forward contracts | Recurring basis      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Foreign currency forward contracts 14,000,000 8,000,000  
Despegar.com Corp.      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Gain (loss) on investments $ (6,000,000) $ 10,000,000 $ (145,000,000)
v3.20.4
Property and Equipment, Net - Components of Property and Equipment, Net (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross $ 5,495 $ 4,521
Less: accumulated depreciation (3,289) (2,833)
Projects in progress 51 510
Property and equipment, net 2,257 2,198
Capitalized software development    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 3,374 2,947
Computer equipment    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 617 643
Furniture and other equipment    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 128 114
Buildings and leasehold improvements    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 1,230 688
Land    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross $ 146 $ 129
v3.20.4
Property and Equipment, Net - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Property, Plant and Equipment [Line Items]      
Capitalized software development costs, net of accumulated amortization $ 898 $ 893  
Amortization of capitalized software development costs 593 556 $ 479
Accounts Payable      
Property, Plant and Equipment [Line Items]      
Acquisition of property and equipment, non-cash investing activity $ 9 $ 34 $ 55
v3.20.4
Leases (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Lessee, Lease, Description [Line Items]      
Lessor, operating lease, renewal term 10 years    
Lessor, operating lease, option to terminate 1 year    
Operating lease costs $ 159 $ 170  
Lease rental expense     $ 182
Minimum      
Lessee, Lease, Description [Line Items]      
Lessee, operating lease, term of contract 1 year    
Maximum      
Lessee, Lease, Description [Line Items]      
Lessee, operating lease, term of contract 17 years    
v3.20.4
Leases Supplemental Cash Flow Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Leases [Abstract]    
Cash paid for amounts included in the measurement of lease liabilities $ 139 $ 152
Right-of-use assets obtained in exchange for lease obligations $ 117 $ 183
v3.20.4
Leases Supplemental Balance Sheet Information (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Leases [Abstract]    
Operating lease right-of-use assets $ 574 $ 611
Current lease liabilities, included within Accrued expenses and other current liabilities $ 126 $ 119
Operating lease, liability, current, statement of financial position [Extensible List] us-gaap:AccruedLiabilitiesCurrent us-gaap:AccruedLiabilitiesCurrent
Long-term lease liabilities, included within Operating lease liabilities $ 513 $ 532
Total operating lease liabilities $ 639 $ 651
Weighted average remaining lease term 8 years 9 months 18 days 8 years 9 months 18 days
Weighted average discount rate 3.60% 3.50%
v3.20.4
Leases Maturities of lease liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Leases [Abstract]    
2021 $ 147  
2022 109  
2023 82  
2024 66  
2025 57  
2026 and thereafter 289  
Total lease payments 750  
Less: imputed interest (111)  
Total operating lease liabilities $ 639 $ 651
v3.20.4
Goodwill and Intangible Assets, Net - Schedule of Goodwill and Intangible Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]      
Goodwill $ 7,380 $ 8,127 $ 8,120
Intangible assets with indefinite lives 1,183 1,284  
Intangible assets with definite lives, net 332 520  
Goodwill and intangible assets $ 8,895 $ 9,931  
v3.20.4
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($)
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Goodwill [Line Items]      
Impairment of goodwill $ 799,000,000 $ 0 $ 86,000,000
Impairment of intangible assets 175,000,000 0 42,000,000
Intangible assets with indefinite lives 1,183,000,000 1,284,000,000  
Accumulated goodwill impairment loss 3,400,000,000    
Amortization of intangible assets 154,000,000 198,000,000 283,000,000
Retail      
Goodwill [Line Items]      
Impairment of goodwill 559,000,000   86,000,000
Impairment of intangible assets 175,000,000   42,000,000
Intangible assets with indefinite lives     $ 42,000,000
Accumulated goodwill impairment loss 3,100,000,000 $ 2,600,000,000  
Retail | Nonrecurring Basis      
Goodwill [Line Items]      
Impairment of goodwill 559,000,000    
Impairment of intangible assets 175,000,000    
Trivago      
Goodwill [Line Items]      
Impairment of goodwill 240,000,000    
Accumulated goodwill impairment loss 240,000,000    
Trivago | Nonrecurring Basis      
Goodwill [Line Items]      
Impairment of goodwill $ 240,000,000    
v3.20.4
Goodwill and Intangible Assets, Net - Changes in Goodwill by Reportable Segment (Details) - USD ($)
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Goodwill [Line Items]      
Goodwill, Beginning Balance $ 8,127,000,000 $ 8,120,000,000  
Additions   21,000,000  
Impairment charges (799,000,000) 0 $ (86,000,000)
Foreign exchange translation and other 52,000,000 (14,000,000)  
Goodwill, Ending Balance 7,380,000,000 8,127,000,000 8,120,000,000
Retail      
Goodwill [Line Items]      
Goodwill, Beginning Balance 7,049,000,000 7,028,000,000  
Additions   21,000,000  
Impairment charges (559,000,000)   (86,000,000)
Foreign exchange translation and other 15,000,000 0  
Goodwill, Ending Balance 6,505,000,000 7,049,000,000 7,028,000,000
B2B      
Goodwill [Line Items]      
Goodwill, Beginning Balance 529,000,000 531,000,000  
Additions   0  
Impairment charges 0    
Foreign exchange translation and other 9,000,000 (2,000,000)  
Goodwill, Ending Balance 538,000,000 529,000,000 531,000,000
trivago      
Goodwill [Line Items]      
Goodwill, Beginning Balance 549,000,000 561,000,000  
Additions   0  
Impairment charges (240,000,000)    
Foreign exchange translation and other 28,000,000 (12,000,000)  
Goodwill, Ending Balance $ 337,000,000 $ 549,000,000 $ 561,000,000
v3.20.4
Goodwill and Intangible Assets, Net - Components of Intangible Assets with Definite Lives (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]    
Cost $ 2,547 $ 2,584
Accumulated Amortization (2,215) (2,064)
Net 332 520
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Cost 638 658
Accumulated Amortization (540) (499)
Net 98 159
Supplier relationships    
Finite-Lived Intangible Assets [Line Items]    
Cost 661 651
Accumulated Amortization (556) (483)
Net 105 168
Domain names    
Finite-Lived Intangible Assets [Line Items]    
Cost 173 183
Accumulated Amortization (133) (109)
Net 40 74
Other    
Finite-Lived Intangible Assets [Line Items]    
Cost 1,075 1,092
Accumulated Amortization (986) (973)
Net $ 89 $ 119
v3.20.4
Goodwill and Intangible Assets, Net - Estimated Future Amortization Expense Related to Intangible Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]    
2021 $ 102  
2022 88  
2023 53  
2024 49  
2025 33  
2026 and thereafter 7  
Net $ 332 $ 520
v3.20.4
Debt - Long Term Debt Outstanding (Details)
Dec. 31, 2020
USD ($)
Dec. 31, 2020
EUR (€)
Aug. 14, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2019
EUR (€)
Jun. 30, 2015
EUR (€)
Debt Instrument [Line Items]            
Total $ 8,216,000,000     $ 4,938,000,000    
Current maturities of long-term debt 0     (749,000,000)    
Long-term debt, excluding current maturities 8,216,000,000     4,189,000,000    
5.95% senior notes due 2020            
Debt Instrument [Line Items]            
Total $ 0     $ 749,000,000    
Senior notes, interest rate 5.95% 5.95% 5.95% 5.95% 5.95%  
Senior unsecured notes principal amount     $ 750,000,000      
2.5% (€650 million) senior notes due 2022            
Debt Instrument [Line Items]            
Total $ 798,000,000     $ 725,000,000    
Senior notes, interest rate 2.50% 2.50%   2.50% 2.50% 2.50%
Senior unsecured notes principal amount $ 650,000,000 € 650     € 650 € 650,000,000
3.6% senior notes due 2023            
Debt Instrument [Line Items]            
Total $ 496,000,000     $ 0    
Senior notes, interest rate 3.60% 3.60%   3.60% 3.60%  
4.5% senior notes due 2024            
Debt Instrument [Line Items]            
Total $ 497,000,000     $ 497,000,000    
Senior notes, interest rate 4.50% 4.50%   4.50% 4.50%  
Senior unsecured notes principal amount $ 500,000,000          
6.25% senior notes due 2025            
Debt Instrument [Line Items]            
Total $ 1,972,000,000     $ 0    
Senior notes, interest rate 6.25% 6.25%   6.25% 6.25%  
7.0% senior notes due 2025            
Debt Instrument [Line Items]            
Total $ 740,000,000     $ 0    
Senior notes, interest rate 7.00% 7.00%   7.00% 7.00%  
5.0% senior notes due 2026            
Debt Instrument [Line Items]            
Total $ 744,000,000     $ 743,000,000    
Senior notes, interest rate 5.00% 5.00%   5.00% 5.00%  
Senior unsecured notes principal amount $ 750,000,000          
4.625% senior notes due 2027            
Debt Instrument [Line Items]            
Total $ 743,000,000     $ 0    
Senior notes, interest rate 4.625% 4.625%   4.625% 4.625%  
3.8% senior notes due 2028            
Debt Instrument [Line Items]            
Total $ 993,000,000     $ 992,000,000    
Senior notes, interest rate 3.80% 3.80%   3.80% 3.80%  
Senior unsecured notes principal amount $ 1,000,000,000          
3.25% senior dues due 2030            
Debt Instrument [Line Items]            
Total $ 1,233,000,000     $ 1,232,000,000    
Senior notes, interest rate 3.25% 3.25%   3.25% 3.25%  
Senior unsecured notes principal amount $ 1,250,000,000          
v3.20.4
Debt - Additional Information (Details)
1 Months Ended 12 Months Ended
Aug. 05, 2020
May 05, 2020
USD ($)
May 04, 2020
Dec. 31, 2020
USD ($)
Aug. 31, 2020
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2020
EUR (€)
Aug. 14, 2020
USD ($)
Jul. 14, 2020
USD ($)
Mar. 18, 2020
USD ($)
Dec. 31, 2019
EUR (€)
Jun. 30, 2015
EUR (€)
Debt Instrument [Line Items]                            
Revolving credit facility repayments           $ 2,672,000,000 $ 0 $ 0            
Revolving Credit Facility                            
Debt Instrument [Line Items]                            
Credit facility             2,000,000,000              
Credit facility borrowings outstanding             0         $ 1,900,000,000    
Letter of Credit                            
Debt Instrument [Line Items]                            
Letters of credit issued under the credit facility       $ 13,000,000   13,000,000 16,000,000              
Uncommitted credit facility                            
Debt Instrument [Line Items]                            
Credit facility borrowings outstanding       0   0 0              
Uncommitted credit facility | international subsidiary                            
Debt Instrument [Line Items]                            
Credit facility | €                 € 50,000,000          
Senior notes                            
Debt Instrument [Line Items]                            
Accrued interest related to senior notes       110,000,000   110,000,000 76,000,000              
Fair value of senior notes       $ 9,100,000,000   $ 9,100,000,000 $ 5,100,000,000              
Senior notes | Upon the occurrence of certain change of control triggering events                            
Debt Instrument [Line Items]                            
Debt instrument redemption price percentage           101.00%                
5.95% senior notes due 2020                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount                   $ 750,000,000        
Senior notes, interest rate       5.95%   5.95% 5.95%   5.95% 5.95%     5.95%  
3.6% senior notes due 2023                            
Debt Instrument [Line Items]                            
Senior notes, interest rate       3.60%   3.60% 3.60%   3.60%       3.60%  
3.6% senior notes due 2023 | Unsecured senior notes                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount                     $ 500,000,000      
Senior notes, interest rate                     3.60%      
Senior notes issued price percentage                     99.922%      
Additional interest if certain obligations are not satisfied       0.0025   0.0025     0.0025          
4.625% senior notes due 2027                            
Debt Instrument [Line Items]                            
Senior notes, interest rate       4.625%   4.625% 4.625%   4.625%       4.625%  
4.625% senior notes due 2027 | Unsecured senior notes                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount                     $ 750,000,000      
Senior notes, interest rate                     4.625%      
Senior notes issued price percentage                     99.997%      
Additional interest if certain obligations are not satisfied       0.0025   0.0025     0.0025          
6.25% senior notes due 2025                            
Debt Instrument [Line Items]                            
Senior notes, interest rate       6.25%   6.25% 6.25%   6.25%       6.25%  
6.25% senior notes due 2025 | Unsecured senior notes                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount   $ 2,000,000,000                        
Senior notes, interest rate   6.25%                        
Debt instrument redemption price percentage   100.00%                        
7.0% senior notes due 2025                            
Debt Instrument [Line Items]                            
Senior notes, interest rate       7.00%   7.00% 7.00%   7.00%       7.00%  
7.0% senior notes due 2025 | Unsecured senior notes                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount   $ 750,000,000                        
Senior notes, interest rate   7.00%                        
Debt instrument redemption price percentage   100.00%                        
7.0% senior notes due 2025 | Unsecured senior notes | Maximum                            
Debt Instrument [Line Items]                            
Percentage of principal amount redeemed   40.00%                        
2.5% (€650 million) senior notes due 2022                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount       $ 650,000,000   $ 650,000,000     € 650       € 650 € 650,000,000
Senior notes, interest rate       2.50%   2.50% 2.50%   2.50%       2.50% 2.50%
Senior notes issued price percentage       99.525%   99.525%     99.525%          
Debt instrument redemption price percentage           100.00%                
4.5% senior notes due 2024                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount       $ 500,000,000   $ 500,000,000                
Senior notes, interest rate       4.50%   4.50% 4.50%   4.50%       4.50%  
Senior notes issued price percentage       99.444%   99.444%     99.444%          
Debt instrument redemption price percentage           100.00%                
5.0% senior notes due 2026                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount       $ 750,000,000   $ 750,000,000                
Senior notes, interest rate       5.00%   5.00% 5.00%   5.00%       5.00%  
Senior notes issued price percentage       99.535%   99.535%     99.535%          
Debt instrument redemption price percentage           100.00%                
3.8% senior notes due 2028                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount       $ 1,000,000,000   $ 1,000,000,000                
Senior notes, interest rate       3.80%   3.80% 3.80%   3.80%       3.80%  
Senior notes issued price percentage       99.747%   99.747%     99.747%          
Debt instrument redemption price percentage           100.00%                
3.25% senior dues due 2030                            
Debt Instrument [Line Items]                            
Senior unsecured notes principal amount       $ 1,250,000,000   $ 1,250,000,000                
Senior notes, interest rate       3.25%   3.25% 3.25%   3.25%       3.25%  
Senior notes issued price percentage       99.225%   99.225%     99.225%          
Debt instrument redemption price percentage           100.00%                
Amended credit facility maturing on may 31, 2023                            
Debt Instrument [Line Items]                            
Credit facility       $ 2,000,000,000   $ 2,000,000,000                
Commitment fee on undrawn amounts     2.25%                      
Amended credit facility maturing on may 31, 2023 | Line of Credit                            
Debt Instrument [Line Items]                            
Revolving credit facility repayments       650,000,000 $ 478,000,000                  
Amended credit facility maturing on may 31, 2023 | Upon the occurrence of certain change of control triggering events                            
Debt Instrument [Line Items]                            
Debt instrument, covenant, leverage ratio, maximum     5.00                      
Amended credit facility maturing on may 31, 2023 | Debt instrument, redemption, period two | Base rate                            
Debt Instrument [Line Items]                            
Commitment fee on undrawn amounts     1.25%                      
Amended credit facility maturing on may 31, 2023 | Minimum | Debt instrument, redemption, period two                            
Debt Instrument [Line Items]                            
Senior notes, interest rate     1.00%                      
Amended credit facility maturing on may 31, 2023 | Minimum | Debt instrument, redemption, period three | Base rate                            
Debt Instrument [Line Items]                            
Senior notes, interest rate     0.00%                      
Amended credit facility maturing on may 31, 2023 | Maximum | Debt instrument, redemption, period two                            
Debt Instrument [Line Items]                            
Senior notes, interest rate     1.75%                      
Amended credit facility maturing on may 31, 2023 | Maximum | Debt instrument, redemption, period three | Base rate                            
Debt Instrument [Line Items]                            
Senior notes, interest rate     0.75%                      
Foreign credit facility                            
Debt Instrument [Line Items]                            
Additional borrowing capacity       855,000,000   855,000,000                
Revolving credit facility repayments           772,000,000                
Credit facility borrowings outstanding       $ 0   $ 0                
Foreign credit facility | Eurodollar                            
Debt Instrument [Line Items]                            
Basis points added to LIBOR rate 2.50%                          
Foreign credit facility | Line of Credit                            
Debt Instrument [Line Items]                            
Revolving credit facility repayments         $ 772,000,000                  
Foreign credit facility | Upon the occurrence of certain change of control triggering events                            
Debt Instrument [Line Items]                            
Debt instrument, covenant, leverage ratio, maximum 5.00                          
Foreign credit facility | Debt instrument, redemption, period two | Base rate                            
Debt Instrument [Line Items]                            
Commitment fee on undrawn amounts 1.50%                          
Foreign credit facility | Minimum | Debt instrument, redemption, period two                            
Debt Instrument [Line Items]                            
Senior notes, interest rate 1.25%                          
Foreign credit facility | Minimum | Debt instrument, redemption, period three | Base rate                            
Debt Instrument [Line Items]                            
Senior notes, interest rate 0.25%                          
Foreign credit facility | Maximum | Debt instrument, redemption, period two                            
Debt Instrument [Line Items]                            
Senior notes, interest rate 2.00%                          
Foreign credit facility | Maximum | Debt instrument, redemption, period three | Base rate                            
Debt Instrument [Line Items]                            
Senior notes, interest rate 1.00%                          
v3.20.4
Employee Benefit Plans - Additional Information (Details) - USD ($)
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Postemployment Benefits [Abstract]      
Percentage of employees contributions maximum 50.00%    
Employer matching contribution per each dollar a participant contributes $ 0.50    
Percentage of company matches of employees contributions maximum 3.00%    
Employee vesting period 2 years    
Employer contributions for benefit plans $ 63,000,000 $ 81,000,000 $ 70,000,000
v3.20.4
Stock-Based Awards and Other Equity Instruments - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Aug. 01, 2020
Jul. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Common stock reserved for new stock-based awards, shares 14,000,000        
Market value of shares vested in period $ 172 $ 117 $ 68    
Stock-based compensation 205 241 203    
Stock-based compensation tax benefit 44 55 39    
Capitalized stock-based compensation expense 36 30 24    
Cash received from stock-based award exercises 301 284      
Income tax benefit associated with employees exercise of stock-based awards 1 $ 60 $ 34    
Unrecognized stock-based compensation expense $ 462        
Unrecognized stock-based compensation expense expected recognition period 2 years 5 months 19 days        
Employee Stock Purchase Plan          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Common stock purchase price as percentage of fair market value 85.00%        
Eligible employees contribution of base compensation       15.00% 10.00%
Employee stock purchase plan, shares purchased 212,000 171,000 170,000    
Employee stock ownership plan, average purchase price of shares purchased $ 84.89 $ 99.41 $ 101.26    
Shares of our common stock reserved for issuance 400,000        
RSUs          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Vesting period 4 years        
RSUs | Share-based Payment Arrangement, Tranche One          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Vesting percentage 25.00% 25.00%      
Vesting period 1 year 1 year      
RSUs | Share-based Payment Arrangement, Tranche Two          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Vesting period 3 years 3 years      
Stock Options          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Vesting period 4 years        
Stock price, as of year end (in dollars per share) $ 132.40        
Total intrinsic value of stock options exercised, value $ 74 $ 145 $ 107    
Granted (in shares) 0 31,000 5,342,000    
v3.20.4
Stock-Based Awards and Other Equity Instruments - Summary of Restricted Stock Units Activity (Details) - RSUs - $ / shares
shares in Thousands
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
RSUs      
Beginning balance (in shares) 4,130 2,761 1,941
Granted (in shares) 3,802 2,937 1,821
Vested (in shares) (1,531) (952) (615)
Cancelled (in shares) (1,116) (616) (386)
Ending balance (in shares) 5,285 4,130 2,761
Weighted Average Grant-Date Fair Value      
Beginning balance (in dollars per share) $ 117.05 $ 113.12 $ 120.19
Granted (in dollars per share) 94.70 121.39 107.37
Vested (in dollars per share) 118.99 114.33 118.41
Cancelled (in dollars per share) 108.88 117.54 113.55
Ending balance (in dollars per share) $ 101.93 $ 117.05 $ 113.12
Target level performance share units granted (in shares) 300    
v3.20.4
Stock-Based Awards and Other Equity Instruments - Summary of Stock Option Activity (Details) - Stock Options - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Options      
Beginning balance (in shares) 13,115,000 17,700,000 15,653,000
Granted (in shares) 0 31,000 5,342,000
Exercised (in shares) (3,225,000) (3,370,000) (2,098,000)
Cancelled (in shares) (1,194,000) (1,246,000) (1,197,000)
Ending balance (in shares) 8,696,000 13,115,000 17,700,000
Exercisable as of December 31, 2019 (in shares) 6,043,000    
Vested and expected to vest after December 31, 2019 (in shares) 8,696,000    
Weighted Average Exercise Price      
Beginning balance (in dollars per share) $ 102.97 $ 100.11 $ 95.23
Granted (in dollars per share) 0 123.31 104.72
Exercised (in dollars per share) 95.36 85.04 71.36
Cancelled (in dollars per share) 103.29 111.31 107.26
Ending balance (in dollars per share) 105.75 $ 102.97 $ 100.11
Exercisable as of December 31, 2019 (in dollars per share) 103.59    
Vested and expected to vest after December 31, 2019 (in dollars per share) $ 105.75    
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]      
Remaining Contractual Life (In years), Balance as of December 31, 2019 2 years 8 months 12 days    
Remaining Contractual Life (In years), Exercisable as of December 31, 2019 2 years 2 months 12 days    
Remaining Contractual Life (In years), Vested and expected to vest after December 31, 2019 2 years 8 months 12 days    
Aggregate intrinsic value, Balance as of December 31, 2019 $ 238    
Aggregate intrinsic value, Exercisable as of December 31, 2019 177    
Aggregate intrinsic value, Vested and expected to vest after December 31, 2019 $ 238    
v3.20.4
Stock-Based Awards and Other Equity Instruments - Weighted Average Assumptions of Black-Scholes and Monte Carlo Option-Pricing Models (Details) - Stock Options
12 Months Ended
Dec. 31, 2018
$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Risk-free interest rate 2.47%
Expected volatility 32.81%
Expected life (in years) 3 years 9 months 18 days
Dividend yield 1.11%
Weighted-average estimated fair value of options granted during the year (in dollars per share) $ 24.97
v3.20.4
Income Taxes - Domestic and Foreign Income Loss Before Income Taxes (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Income Tax Disclosure [Abstract]      
U.S. $ (2,354) $ 172 $ 32
Foreign (797) 603 453
Income (loss) before income taxes $ (3,151) $ 775 $ 485
v3.20.4
Income Taxes - Summary of Provision for Income Taxes (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Current income tax (benefit) expense:      
U.S. federal $ (31) $ 76 $ 186
State 0 20 42
Foreign 96 198 167
Current income tax expense 65 294 395
Deferred income tax (benefit) expense:      
U.S. federal (315) (53) (273)
State (65) (9) (25)
Foreign (108) (29) (10)
Deferred income tax (benefit) expense (488) (91) (308)
Income tax (benefit) expense $ (423) $ 203 $ 87
v3.20.4
Income Taxes - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Taxes [Line Items]        
Reduction in current income tax payable attributable to stock-based compensation $ 1 $ 60 $ 34  
Valuation allowance 216 77    
Increase (decrease) in NOL valuation allowance 139      
Undistributed earnings of foreign subsidiaries 85      
Unrecognized tax benefits 345 305 293 $ 261
Unrecognized tax benefits that would impact effective tax rate 219 188 180  
Uncertain tax positions, interest and penalties 49 37    
Interest and penalties 12 $ 8 $ 8  
Federal        
Income Taxes [Line Items]        
Net operating loss carryforwards 1,800      
Indefinitely carried forward net operating loss carryforwards 1,800      
Net operating loss carryforwards subject to expiration 20      
Unrecognized deferred tax liability related to the U.S. federal income tax consequences of undistributed earnings of foreign subsidiaries 22      
State        
Income Taxes [Line Items]        
Net operating loss carryforwards 733      
Indefinitely carried forward net operating loss carryforwards 110      
Net operating loss carryforwards subject to expiration 623      
Foreign        
Income Taxes [Line Items]        
Net operating loss carryforwards 1,400      
Indefinitely carried forward net operating loss carryforwards 272      
Net operating loss carryforwards subject to expiration 1,100      
IRS        
Income Taxes [Line Items]        
Increase in prior years taxable revenue due to tax examination 696      
Additional federal tax expense due to tax examination $ 244      
v3.20.4
Income Taxes - Components of Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Deferred tax assets:    
Provision for accrued expenses $ 91 $ 100
Deferred loyalty rewards 180 183
Net operating loss and tax credit carryforwards 654 100
Stock-based compensation 70 86
Property and equipment 54 102
Operating lease liabilities 135 136
Other 172 72
Total deferred tax assets 1,356 779
Less valuation allowance (216) (77)
Net deferred tax assets 1,140 702
Deferred tax liabilities:    
Goodwill and intangible assets (422) (485)
Operating lease ROU assets (126) (128)
Total deferred tax liabilities (548) (613)
Net deferred tax assets $ 592 $ 89
v3.20.4
Income Taxes - Schedule of Statutory Federal Income Tax Rate to Income from Continuing Operations Before Income Taxes (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Income Tax Disclosure [Abstract]      
Income tax (benefit) expense at the U.S. federal statutory rate of 21% $ (662) $ 163 $ 102
Foreign tax rate differential 16 40 (42)
U.S. federal research and development credit (24) (25) (23)
Excess tax benefits related to stock-based compensation 6 (13) (10)
Unrecognized tax benefits and related interest 36 17 23
Change in valuation allowance 139 (3) 8
Return to provision true-ups (20) (12) (7)
trivago stock-based compensation 5 7 7
State taxes (48) 22 11
Non-deductible goodwill impairment 170 0 16
Deferral of capital losses (53) 0 0
Global intangible low-taxed income 0 0 13
Foreign-derived intangible income 0 (14) (38)
Other, net 12 21 27
Income tax (benefit) expense $ (423) $ 203 $ 87
v3.20.4
Income Taxes - Uncertain Tax Positions (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Beginning balance $ 305 $ 293 $ 261
Increases to tax positions related to the current year 16 12 24
Increases to tax positions related to prior years 18 5 2
Decreases to tax positions related to prior years (2) 0 0
Reductions due to lapsed statute of limitations (4) (2) (2)
Settlements during current year 0 (11) 0
Interest and penalties 12 8 8
Ending balance $ 345 $ 305 $ 293
v3.20.4
Capital Stock - Additional Information (Details)
$ / shares in Units, $ in Millions
12 Months Ended
May 05, 2020
USD ($)
$ / shares
shares
Dec. 31, 2020
USD ($)
vote
$ / shares
shares
May 06, 2020
Dec. 31, 2019
USD ($)
$ / shares
shares
Jul. 26, 2019
Dec. 31, 2018
shares
Dec. 30, 2018
shares
Dec. 31, 2015
shares
Dec. 31, 2012
shares
Dec. 31, 2010
shares
Dec. 31, 2006
shares
Class of Stock [Line Items]                      
Closing fees, paid | $ $ 12                    
Common stock, voting power percentage       50.00% 50.00%            
Common stock warrants, net of issuance costs | $   $ 110                  
Preferred stock dividends | $   $ 75                  
Payment of preferred dividends (in dollars per share) | $ / shares   $ 62.47                  
Treasury stock (in shares)   130,767,000   126,893,000              
Authorized share repurchase (in shares)   105,000,000         15,000,000 10,000,000      
Shares authorized and remaining under the repurchase program (in shares)   23,300,000                  
Board of Directors Chairman                      
Class of Stock [Line Items]                      
Authorized share repurchase (in shares)       20,000,000         20,000,000 20,000,000 20,000,000
AP Fort Holdings, L.P.                      
Class of Stock [Line Items]                      
Proceeds from issuance of private placement | $ 588                    
Silver Lake Group, LLC                      
Class of Stock [Line Items]                      
Proceeds from issuance of private placement | $ $ 588                    
Class B Common Stock                      
Class of Stock [Line Items]                      
Common stock, shares authorized (in shares)   400,000,000                  
Common stock, par value (in dollars per share) | $ / shares   $ 0.0001                  
Number of voting rights to each shareholder, per share | vote   10                  
Treasury stock (in shares)   7,300,000   7,300,000              
Series A Preferred Stock                      
Class of Stock [Line Items]                      
Preferred stock, par value (in dollars per share) | $ / shares   $ 0.001                  
Common stock, voting power percentage 50.00%   20.00%                
Preferred stock, dividend rate, percentage 9.50%                    
Preferred stock, liquidation preference, percent 105.00%                    
Preferred stock, liquidation preference (in dollars per share) | $ / shares $ 1,000                    
Preferred stock | $   $ 1,022                
Initial discount and issuance costs related to preferred stock | $   68                  
Preferred stock dividends | $   $ 75                  
Series A Preferred Stock | Debt Instrument, Redemption, Period One                      
Class of Stock [Line Items]                      
Preferred stock, liquidation preference, percent 103.00%                    
Series A Preferred Stock | Debt Instrument, Redemption, Period Two                      
Class of Stock [Line Items]                      
Preferred stock, liquidation preference, percent 102.00%                    
Series A Preferred Stock | Debt Instrument, Redemption, Period Three                      
Class of Stock [Line Items]                      
Preferred stock, liquidation preference, percent 101.00%                    
Series A Preferred Stock | Fifth, Sixth And Seventh Anniversaries                      
Class of Stock [Line Items]                      
Preferred stock, increase in dividend rate, percentage 1.00%                    
Series A Preferred Stock | Eighth And Ninth Anniversaries                      
Class of Stock [Line Items]                      
Preferred stock, increase in dividend rate, percentage 1.50%                    
Series A Preferred Stock | AP Fort Holdings, L.P.                      
Class of Stock [Line Items]                      
Sale of stock, number of shares issued in transaction (in shares) 600,000                    
Preferred stock, par value (in dollars per share) | $ / shares $ 0.001                    
Series A Preferred Stock | Silver Lake Group, LLC                      
Class of Stock [Line Items]                      
Sale of stock, number of shares issued in transaction (in shares) 600,000                    
Warrant                      
Class of Stock [Line Items]                      
Common stock, voting power percentage 50.00%                    
Class of warrant or right, expiration period 10 years                    
Warrant | AP Fort Holdings, L.P.                      
Class of Stock [Line Items]                      
Warrants purchased (in shares) 4,200,000                    
Class of warrant or right, exercise price of warrants or rights | $ / shares $ 72.00                    
Warrant | Silver Lake Group, LLC                      
Class of Stock [Line Items]                      
Warrants purchased (in shares) 4,200,000                    
Class of warrant or right, exercise price of warrants or rights | $ / shares $ 72.00                    
Common Stock                      
Class of Stock [Line Items]                      
Treasury stock (in shares)   123,500,000   119,600,000              
Shares, outstanding           97,200,000          
Common Stock                      
Class of Stock [Line Items]                      
Common stock, shares authorized (in shares)   1,600,000,000   1,600,000,000              
Common stock, par value (in dollars per share) | $ / shares   $ 0.0001   $ 0.0001              
Number of voting rights to each shareholder, per share | vote   1                  
Total number of directors elected by holders of common stock, voting as single class, percentage   25.00%                  
Additional Paid-in Capital                      
Class of Stock [Line Items]                      
Common stock warrants, net of issuance costs | $   $ 110                  
Preferred stock dividends | $   $ 75                  
v3.20.4
Capital Stock - Shares Repurchased (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Equity [Abstract]      
Number of shares repurchased (in shares) 3,400,000 5,600,000 7,700,000
Average price per share (in dollars per share) $ 109.88 $ 122.72 $ 117.02
Total cost of repurchases $ 370 $ 683 $ 903
v3.20.4
Capital Stock - Summary of Dividends Declared (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
February 13, 2020      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share) $ 0.34    
Payment of dividends to stockholders $ 48    
February 6, 2019      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)   $ 0.32  
Payment of dividends to stockholders   $ 47  
May 1, 2019      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)   $ 0.32  
Payment of dividends to stockholders   $ 48  
July 24, 2019      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)   $ 0.34  
Payment of dividends to stockholders   $ 50  
November 6, 2019      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)   $ 0.34  
Payment of dividends to stockholders   $ 50  
February 7, 2018      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)     $ 0.30
Payment of dividends to stockholders     $ 46
April 24, 2018      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)     $ 0.30
Payment of dividends to stockholders     $ 45
July 23, 2018      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)     $ 0.32
Payment of dividends to stockholders     $ 47
October 19, 2018      
Dividends Payable [Line Items]      
Dividend per share (in dollars per share)     $ 0.32
Payment of dividends to stockholders     $ 48
v3.20.4
Capital Stock - Accumulated Other Comprehensive Loss (Details) - 2.5% (€650 million) Senior Notes Due 2022 - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Jun. 30, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Foreign currency translation gains (losses), net of tax $ (69) $ (15)  
Foreign currency translation gains (losses), before tax $ (90) $ (19)  
Senior notes, interest rate 2.50% 2.50% 2.50%
v3.20.4
Capital Stock - Effects of Changes in Noncontrolling Interest (Details) - USD ($)
$ in Millions
1 Months Ended
Aug. 31, 2018
Dec. 31, 2020
Dec. 31, 2019
Air Asia      
Noncontrolling Interest [Line Items]      
Equity interests held prior to acquisition 75.00%    
Cash consideration $ 62    
Trivago      
Noncontrolling Interest [Line Items]      
Ownership interest percentage   59.00% 59.30%
AAE Travel Pte. Ltd.      
Noncontrolling Interest [Line Items]      
Ownership interest percentage 25.00%    
v3.20.4
Earnings Per Share - Basic and Diluted earnings per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Earnings Per Share [Abstract]                      
Net income (loss) attributable to Expedia Group, Inc.                 $ (2,612) $ 565 $ 406
Preferred stock dividend                 (75) 0 0
Net income (loss) attributable to Expedia Group, Inc. common stockholders $ (412) $ (221) $ (753) $ (1,301) $ 76 $ 409 $ 183 $ (103) $ (2,687) $ 565 $ 406
Basic (in dollars per share) $ (2.89) $ (1.56) $ (5.34) $ (9.24) $ 0.52 $ 2.77 $ 1.23 $ (0.69) $ (19.00) $ 3.84 $ 2.71
Diluted (in dollars per share) $ (2.89) $ (1.56) $ (5.34) $ (9.24) $ 0.52 $ 2.71 $ 1.21 $ (0.69) $ (19.00) $ 3.77 $ 2.65
Weighted average number of shares outstanding (000's):                      
Basic (in shares)                 141,414 147,194 149,961
Dilutive effect of:                      
Options to purchase common stock (in shares)                 0 1,873 2,317
Other dilutive securities (in shares)                 0 817 611
Diluted (in shares)                 141,414 149,884 152,889
v3.20.4
Earnings Per Share - Additional Information (Details) - shares
shares in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Earnings Per Share [Abstract]      
Outstanding stock awards excluded from calculation of diluted earnings per share 22 7 9
v3.20.4
Restructuring and Related Reorganization Charges - Additional Information (Details) - USD ($)
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Restructuring and Related Activities [Abstract]      
Restructuring and related reorganization changes $ 231,000,000 $ 24,000,000 $ 0
Restructuring and related cost, expected cost $ 60,000,000    
v3.20.4
Restructuring and Related Reorganization Charges - Summary of the Restructuring and Related Reorganization Activity (Details) - USD ($)
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Restructuring Reserve [Roll Forward]      
Accrued liability as of January 1, 2020 $ 17,000,000    
Charges 231,000,000 $ 24,000,000 $ 0
Payments (137,000,000)    
Non-cash items (8,000,000)    
Accrued liability as of December 31, 2020 103,000,000 17,000,000  
Employee Severance and Benefits      
Restructuring Reserve [Roll Forward]      
Accrued liability as of January 1, 2020 11,000,000    
Charges 205,000,000    
Payments (120,000,000)    
Non-cash items 7,000,000    
Accrued liability as of December 31, 2020 103,000,000 11,000,000  
Other      
Restructuring Reserve [Roll Forward]      
Accrued liability as of January 1, 2020 6,000,000    
Charges 26,000,000    
Payments (17,000,000)    
Non-cash items (15,000,000)    
Accrued liability as of December 31, 2020 $ 0 $ 6,000,000  
v3.20.4
Other Income Expense (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Other Income and Expenses [Abstract]      
Foreign exchange rate gains (losses), net $ 71 $ (34) $ 3
Gains (losses) on minority equity investments, net (142) 8 (111)
Loss on sale of businesses, net (13) 0 0
Other (6) 12 (2)
Total $ (90) $ (14) $ (110)
v3.20.4
Commitments and Contingencies - Schedule of Commitments and Obligations (Details)
$ in Millions
Dec. 31, 2020
USD ($)
Purchase obligations  
Total $ 1,042
Less than 1  year 551
1 to 3 years 452
3 to 5 years 39
More than 5  years 0
Guarantees  
Total 59
Less than 1  year 59
1 to 3 years 0
3 to 5 years 0
More than 5  years 0
Letters of credit  
Total 1,133
Less than 1  year 634
1 to 3 years 457
3 to 5 years 39
More than 5  years 3
Letters of Credit  
Letters of credit  
Total 32
Less than 1  year 24
1 to 3 years 5
3 to 5 years 0
More than 5  years $ 3
v3.20.4
Commitments and Contingencies - Additional Information (Details)
$ in Millions
12 Months Ended
Dec. 31, 2020
USD ($)
numberOfLawsuit
Dec. 31, 2018
USD ($)
Dec. 31, 2019
USD ($)
Loss Contingencies [Line Items]      
Reserve for legal contingencies | $ $ 58   $ 48
City of San Francisco      
Loss Contingencies [Line Items]      
Occupancy and other tax assessment refund received | $   $ 78  
Occupancy and other tax assessment refund received, interest | $   $ 19  
Litigation Relating to Occupancy Tax      
Loss Contingencies [Line Items]      
Number of lawsuits filed by cities, counties and states involving hotel occupancy taxes 101    
Number of lawsuits currently active 9    
Number of lawsuits dismissed to date 48    
Dismissal based in finding not subject to tax 34    
v3.20.4
Acquisitions, Other Investments and Divestitures - Summary of Fair Value of Assets Acquired and Liabilities Assumed in Conjunction with Acquisition (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]      
Goodwill $ 7,380 $ 8,127 $ 8,120
Travel Related Companies      
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]      
Goodwill     31
Intangible assets with definite lives     24
Deferred tax liabilities, net     (1)
Total     $ 54
v3.20.4
Acquisitions, Other Investments and Divestitures - Additional Information (Details)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2020
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Business
Jul. 27, 2017
USD ($)
Business Acquisition [Line Items]          
Number of business combinations | Business       2  
Weighted average life of acquired intangible assets       2 years 10 months 24 days  
Business acquisition, cash acquired       $ 1  
Investments without readily determinable fair values $ 330 $ 330 $ 467    
Loss on sale of businesses, net   (13) 0 0  
Accounts payable, merchant 602 602 $ 1,921    
Disposal Group, Held-for-sale, Not Discontinued Operations          
Business Acquisition [Line Items]          
Loss on sale of businesses, net (13)        
Disposal group, including discontinued operation, assets 21 21      
Cash and cash equivalents 5 5      
Held-for-sale assets, accounts receivable 2 2      
Held-for-sale assets, prepaid expenses and other current assets 12 12      
Held-for-sale liabilities 53 53      
Accounts payable, merchant 8 8      
Held-for-sale liabilities, accrued expenses and other current liabilities 5 5      
Deferred merchant bookings liability, current $ 38 $ 38      
Traveloka Holding Limited          
Business Acquisition [Line Items]          
Investments without readily determinable fair values       $ 70 $ 350
v3.20.4
Liberty Expedia Holdings Transaction (Details) - USD ($)
shares in Millions
12 Months Ended
Jul. 26, 2019
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Aug. 26, 2019
Asset Acquisition [Line Items]          
Long-term debt   $ 8,216,000,000 $ 4,938,000,000    
Share repurchase consideration   370,000,000 683,000,000 $ 904,000,000  
Business combination, recognized identifiable assets acquired and liabilities assumed, cash       1,000,000  
Goodwill   $ 7,380,000,000 8,127,000,000 $ 8,120,000,000  
Bodybuilding.com          
Asset Acquisition [Line Items]          
Fair value of the assets and liabilities acquired in the business combination $ 96,000,000        
Business combination, recognized identifiable assets acquired and liabilities assumed, cash 78,000,000        
Goodwill 0        
Revenue of acquiree since acquisition date     58,000,000    
Operating losses of acquiree since acquisition date     $ 7,000,000    
Bodybuilding.com | Trade Names          
Asset Acquisition [Line Items]          
Business combination, recognized identifiable assets acquired and liabilities assumed, finite-lived intangible assets 10,000,000        
Liberty Expedia Holdings          
Asset Acquisition [Line Items]          
Liberty Expedia Holdings transaction, shares issued 2,900,000,000        
Cash payment for consideration 15,000,000        
Share repurchase consideration $ 3,200,000,000        
Stock issued during period, period increase (decrease) (3.1)        
Liberty Expedia Holdings | Exchangeable Senior Debentures due 2047 | Exchangeable Debentures          
Asset Acquisition [Line Items]          
Long-term debt $ 400,000,000       $ 401,000,000
Debt, interest rate (percentage) 1.00%        
v3.20.4
Related Party Transactions - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Millions
1 Months Ended 12 Months Ended
Jul. 26, 2019
Apr. 30, 2019
Dec. 31, 2020
Dec. 31, 2019
Jul. 25, 2019
Jul. 12, 2019
Related Party Transaction [Line Items]            
Common stock, voting power percentage 50.00%     50.00%    
Common stock, shares, outstanding (in shares)           136,832,712
Long-term investments and other assets     $ 671 $ 796    
Two aircraft | Expedia, Inc            
Related Party Transaction [Line Items]            
Airplane ownership interest     50.00%      
Two aircraft | Iac            
Related Party Transaction [Line Items]            
Airplane ownership interest     50.00%      
New corporate aircraft            
Related Party Transaction [Line Items]            
Related party transaction, expected costs of transaction   $ 72        
Related party costs       23    
Aircraft            
Related Party Transaction [Line Items]            
Long-term investments and other assets     $ 50 $ 53    
Agreement And Plan Of Merger            
Related Party Transaction [Line Items]            
Conversion of stock, shares issued 0.36          
Class B common stock            
Related Party Transaction [Line Items]            
Common stock, shares, outstanding (in shares)     5,523,000 5,523,000   12,799,999
Common stock, par value (in dollars per share)     $ 0.0001      
Conversion of stock, shares issued 5,523,452   5,500,000      
Class B common stock | Second Amended And Restated Governance Agreement | Board of Directors Chairman            
Related Party Transaction [Line Items]            
Conversion Of stock, future exchange rights, maximum share amount 7,276,547          
Common Stock            
Related Party Transaction [Line Items]            
Conversion of stock, shares issued     138,000,000      
Liberty Expedia Holdings transaction, shares issued (in shares) 20,700,000          
Liberty Expedia Holdings            
Related Party Transaction [Line Items]            
Ownership Interest, In Shares         11,076,672  
Common stock, voting power percentage 20.00%       53.00%  
Liberty Expedia Holdings | Class B common stock            
Related Party Transaction [Line Items]            
Ownership Interest, In Shares         12,799,999  
Liberty Expedia Holdings, LEMS I LLC | Class B common stock            
Related Party Transaction [Line Items]            
Common stock, par value (in dollars per share) $ 0.01          
Liberty Expedia Holdings, LEMS I LLC | Common Class A            
Related Party Transaction [Line Items]            
Common stock, par value (in dollars per share) $ 0.01          
The Malone Group            
Related Party Transaction [Line Items]            
Common stock, voting power percentage   32.00%        
The Diller Foundation d/b/a The Diller - von Furstenberg Family Foundation | Board of Directors Chairman            
Related Party Transaction [Line Items]            
Common stock, voting power percentage     29.00%      
v3.20.4
Segment Information - Schedule of Segment Information (Details) - USD ($)
3 Months Ended 12 Months Ended
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Segment Reporting Information [Line Items]                      
Revenue $ 920,000,000 $ 1,504,000,000 $ 566,000,000 $ 2,209,000,000 $ 2,747,000,000 $ 3,558,000,000 $ 3,153,000,000 $ 2,609,000,000 $ 5,199,000,000 $ 12,067,000,000 $ 11,223,000,000
Intersegment revenue                 0 0 0
Adjusted EBITDA                 (368,000,000) 2,134,000,000 1,970,000,000
Depreciation                 (739,000,000) (712,000,000) (676,000,000)
Amortization of intangible assets                 (154,000,000) (198,000,000) (283,000,000)
Impairment of goodwill                 (799,000,000) 0 (86,000,000)
Impairment of intangible assets                 (175,000,000) 0 (42,000,000)
Stock-based compensation                 (205,000,000) (241,000,000) (203,000,000)
Legal reserves, occupancy tax and other                 13,000,000 (34,000,000) 59,000,000
Restructuring and related reorganization charges                 (231,000,000) (24,000,000) 0
Realized (gain) loss on revenue hedges                 (61,000,000) (22,000,000) (25,000,000)
Operating loss (463,000,000) (113,000,000) (849,000,000) (1,294,000,000) 160,000,000 609,000,000 265,000,000 (131,000,000) (2,719,000,000) 903,000,000 714,000,000
Other expense income (expense)                 (432,000,000) (128,000,000) (229,000,000)
Income (loss) before income taxes                 (3,151,000,000) 775,000,000 485,000,000
Provision for income taxes                 423,000,000 (203,000,000) (87,000,000)
Net income (loss)                 (2,728,000,000) 572,000,000 398,000,000
Net (income) loss attributable to non-controlling interests                 116,000,000 (7,000,000) 8,000,000
Preferred stock dividend                 (75,000,000) 0 0
Net income (loss) attributable to Expedia Group, Inc. common stockholders $ (412,000,000) $ (221,000,000) $ (753,000,000) $ (1,301,000,000) $ 76,000,000 $ 409,000,000 $ 183,000,000 $ (103,000,000) (2,687,000,000) 565,000,000 406,000,000
Corporate & Eliminations                      
Segment Reporting Information [Line Items]                      
Revenue                 (16,000,000) (258,000,000) (393,000,000)
Intersegment revenue                 (75,000,000) (316,000,000) (393,000,000)
Adjusted EBITDA                 (400,000,000) (519,000,000) (475,000,000)
Depreciation                 (74,000,000) (79,000,000) (67,000,000)
Amortization of intangible assets                 (154,000,000) (198,000,000) (283,000,000)
Impairment of goodwill                 (799,000,000)   (86,000,000)
Impairment of intangible assets                 (175,000,000)   (42,000,000)
Stock-based compensation                 (205,000,000) (241,000,000) (203,000,000)
Legal reserves, occupancy tax and other                 13,000,000 (34,000,000) 59,000,000
Restructuring and related reorganization charges                 (231,000,000) (24,000,000)  
Realized (gain) loss on revenue hedges                 0 0 0
Operating loss                 (2,025,000,000) (1,095,000,000) (1,097,000,000)
Corporate & Eliminations | Bodybuilding.com                      
Segment Reporting Information [Line Items]                      
Revenue                 59,000,000 58,000,000 0
Retail                      
Segment Reporting Information [Line Items]                      
Revenue                 3,993,000,000   8,389,000,000
Impairment of goodwill                 (559,000,000)   (86,000,000)
Impairment of intangible assets                 (175,000,000)   (42,000,000)
Retail | Operating Segments                      
Segment Reporting Information [Line Items]                      
Revenue                 3,993,000,000 8,808,000,000 8,389,000,000
Intersegment revenue                 0 0 0
Adjusted EBITDA                 254,000,000 2,121,000,000 2,088,000,000
Depreciation                 (525,000,000) (512,000,000) (493,000,000)
Amortization of intangible assets                 0 0 0
Impairment of goodwill                 0   0
Impairment of intangible assets                 0   0
Stock-based compensation                 0 0 0
Legal reserves, occupancy tax and other                 0 0 0
Restructuring and related reorganization charges                 0 0  
Realized (gain) loss on revenue hedges                 (58,000,000) (8,000,000) (5,000,000)
Operating loss                 (329,000,000) 1,601,000,000 1,590,000,000
B2B                      
Segment Reporting Information [Line Items]                      
Revenue                 942,000,000   2,143,000,000
B2B | Operating Segments                      
Segment Reporting Information [Line Items]                      
Revenue                 942,000,000 2,579,000,000 2,143,000,000
Intersegment revenue                 0 0 0
Adjusted EBITDA                 (208,000,000) 447,000,000 341,000,000
Depreciation                 (128,000,000) (110,000,000) (101,000,000)
Amortization of intangible assets                 0 0 0
Impairment of goodwill                 0   0
Impairment of intangible assets                 0   0
Stock-based compensation                 0 0 0
Legal reserves, occupancy tax and other                 0 0 0
Restructuring and related reorganization charges                 0 0  
Realized (gain) loss on revenue hedges                 (3,000,000) (14,000,000) (20,000,000)
Operating loss                 (339,000,000) 323,000,000 220,000,000
trivago                      
Segment Reporting Information [Line Items]                      
Revenue                 205,000,000 622,000,000 691,000,000
Impairment of goodwill                 (240,000,000)    
trivago | Operating Segments                      
Segment Reporting Information [Line Items]                      
Revenue                 280,000,000 938,000,000 1,084,000,000
Intersegment revenue                 75,000,000 316,000,000 393,000,000
Adjusted EBITDA                 (14,000,000) 85,000,000 16,000,000
Depreciation                 (12,000,000) (11,000,000) (15,000,000)
Amortization of intangible assets                 0 0 0
Impairment of goodwill                 0   0
Impairment of intangible assets                 0   0
Stock-based compensation                 0 0 0
Legal reserves, occupancy tax and other                 0 0 0
Restructuring and related reorganization charges                 0 0  
Realized (gain) loss on revenue hedges                 0 0 0
Operating loss                 $ (26,000,000) $ 74,000,000 $ 1,000,000
v3.20.4
Segment Information - Revenue by Services and Geographic Area (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue $ 920 $ 1,504 $ 566 $ 2,209 $ 2,747 $ 3,558 $ 3,153 $ 2,609 $ 5,199 $ 12,067 $ 11,223
United States                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 3,511 6,869 6,202
All other countries                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 1,688 5,198 5,021
Lodging                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 4,051 8,362 7,597
Air                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 105 869 881
Advertising and media                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 405 1,104 1,103
Other                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 638 1,732 1,642
Other | Bodybuilding.com                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 59 58  
Sales Channel, Through Intermediary | Merchant                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 3,261 6,763 6,125
Sales Channel, Through Intermediary | Agency                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 1,267 3,882 3,701
Sales Channel, Through Intermediary | Advertising, media and other                      
Segment Reporting, Revenue Reconciling Item [Line Items]                      
Revenue                 $ 671 $ 1,422 $ 1,397
v3.20.4
Segment Information - Schedule of Property Plant and Equipment by Geographic Area (Details) - USD ($)
$ in Millions
Dec. 31, 2020
Dec. 31, 2019
Segment Reporting, Asset Reconciling Item [Line Items]    
Property and equipment, net $ 2,257 $ 2,198
United States    
Segment Reporting, Asset Reconciling Item [Line Items]    
Property and equipment, net 2,114 2,038
All other countries    
Segment Reporting, Asset Reconciling Item [Line Items]    
Property and equipment, net $ 143 $ 160
v3.20.4
Valuation and Qualifying Accounts (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Allowance for expected credit losses      
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Period $ 41 $ 34 $ 31
Charges to Earnings 82 25 27
Charges to Other Accounts 2 (3) (8)
Deductions (24) (15) (16)
Balance of End of Period 101 41 34
Other reserves      
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Period 19 19 22
Charges to Earnings 39    
Charges to Other Accounts 2    
Deductions (2)    
Balance of End of Period $ 58 $ 19 $ 19
v3.20.4
Quarterly Financial Information (Unaudited) - Schedule of Quarterly Financial Information (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 12 Months Ended
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Quarterly Financial Information Disclosure [Abstract]                      
Revenue $ 920 $ 1,504 $ 566 $ 2,209 $ 2,747 $ 3,558 $ 3,153 $ 2,609 $ 5,199 $ 12,067 $ 11,223
Operating income (loss) (463) (113) (849) (1,294) 160 609 265 (131) (2,719) 903 714
Net income (loss) attributable to Expedia Group, Inc. common stockholders $ (412) $ (221) $ (753) $ (1,301) $ 76 $ 409 $ 183 $ (103) $ (2,687) $ 565 $ 406
Basic (in dollars per share) $ (2.89) $ (1.56) $ (5.34) $ (9.24) $ 0.52 $ 2.77 $ 1.23 $ (0.69) $ (19.00) $ 3.84 $ 2.71
Diluted (in dollars per share) $ (2.89) $ (1.56) $ (5.34) $ (9.24) $ 0.52 $ 2.71 $ 1.21 $ (0.69) $ (19.00) $ 3.77 $ 2.65