| 3 Months | 3 Months | Y / Y | ||||||||||
| Metric | Ended 3.31.07 | Ended 3.31.06 | Growth | |||||||||
Gross bookings |
$ | 5,016.0 | $ | 4,648.2 | 8 | % | ||||||
Revenue |
550.5 | 493.9 | 11 | % | ||||||||
Revenue margin |
10.98 | % | 10.63 | % | 35 bps | |||||||
Gross profit |
429.2 | 374.6 | 15 | % | ||||||||
Operating income
before amortization
* (OIBA) |
104.4 | 88.5 | 18 | % | ||||||||
Operating income |
67.3 | 26.2 | 157 | % | ||||||||
Adjusted net income * |
59.3 | 57.0 | 4 | % | ||||||||
Net income |
34.8 | 23.3 | 49 | % | ||||||||
Adjusted EPS * |
$ | 0.18 | $ | 0.15 | 20 | % | ||||||
Diluted EPS |
$ | 0.11 | $ | 0.06 | 83 | % | ||||||
Free cash flow * |
519.7 | 438.9 | 18 | % | ||||||||
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2 of 19
| | Gross bookings from Expedia, Inc.s international points of sale in Australia, Canada, China, France, Germany, Italy, Japan, the United Kingdom and other countries were $1.47 billion, accounting for 29% of worldwide bookings, up from 25% in the prior year period. International revenue (including TripAdvisors international websites beginning 2007), was $159 million or 29% of worldwide revenue, up from 25% in the prior year period. | ||
| | Europe gross bookings exceeded $1 billion for the first time in Expedias history, and Hotels.com Europe grew its first quarter gross bookings over 50%, eclipsing the $100 million mark for the first time. | ||
| | Expedia continued to expand its international presence with the launch of its 13th Expedia-branded point of sale, Expedia.es, a full-service site dedicated to serving travelers in Spain, offering a full complement of domestic and international flights, hotels, car rentals and attractions. |
| | Expedia Private Label was selected by Ryanair, Europes largest low cost carrier, to be the exclusive hotel booking engine on ryanair.com and ryanairhotels.com in a five-year partnership. | ||
| | Expedia® Corporate Travel added a record number of new client accounts during the quarter, and worldwide quarterly gross bookings exceeded $300 million for the first time. | ||
| | Expedia, Inc. made an investment in and entered into a long-term strategic partnership with CruiseShipCenters International, Inc., broadening Expedias® exposure to offline distribution channels and creating an opportunity to provide Expedias non-cruise travel options to CruiseShipCenters customers. |
| | TripAdvisor®, the largest travel community in the world, continued to innovate on behalf of travelers, most recently introducing the capability for travelers and hotels alike to upload video content to the site. TripAdvisor also launched an initiative to distribute content across the web, starting with a new automated RSS tool, making it easier for other online venues, such as hoteliers, to publish TripAdvisor reviews directly on their own websites. | ||
| | Expedia.com launched enhanced traveler opinion functionality, enabling the display of traveler opinion scores within hotel search results and allowing users to sort their hotel search results by traveler opinion score. During the past twelve months, Expedia travelers have created over 225,000 qualified reviews covering more than 14,000 worldwide properties. | ||
| | Hotwire.com introduced TripStarter, a new trip planning tool that is the only online resource offering up to two years of historical air and hotel pricing data to help travelers decide when and where to go on vacation. |
| | Expedia, Inc. announced a new four-year strategic agreement with Frontier Airlines, whose fares, schedules and inventory are being made available through Expedia, Inc.s portfolio of brands, including Hotwire.com, which will offer Frontiers opaque and retail fares, and Expedia® Corporate Travel. | ||
| | Expedia, Inc. signed a new strategic partnership with Shangri-La Hotels and Resorts, a leading luxury hotel group in the Asia Pacific region, whose entire inventory of hotels will be available on all Expedia® points of sale worldwide. | ||
| | Expedia, Inc. renewed its preferred partner relationship with The Hertz Corporation in a multi-year agreement that provides Expedia® customers with the best rates available on Hertz rentals. | ||
| | Expedia began beta testing Expedia QuickConnect technology, extending a scaleable, user friendly API to its hotel partners. QuickConnect will enable faster and simpler integration of real-time hotel content, which is expected to be particularly useful to independent hoteliers in smaller European markets. |
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| Three months ended | ||||||||
| March 31, | ||||||||
| 2007 | 2006 | |||||||
Revenue |
$ | 550,511 | $ | 493,898 | ||||
Cost of revenue(1) |
121,298 | 119,314 | ||||||
Gross profit |
429,213 | 374,584 | ||||||
Operating expenses: |
||||||||
Selling and marketing(1) |
222,268 | 201,026 | ||||||
General and administrative(1) |
76,163 | 73,361 | ||||||
Technology and content(1) |
42,252 | 35,544 | ||||||
Amortization of intangible assets |
21,196 | 30,171 | ||||||
Amortization of non-cash distribution and marketing |
| 8,240 | ||||||
Operating income |
67,334 | 26,242 | ||||||
Other income (expense): |
||||||||
Interest income |
7,269 | 3,601 | ||||||
Interest expense |
(11,176 | ) | (1,898 | ) | ||||
Other, net |
(5,495 | ) | 3,657 | |||||
Total other income (expense), net |
(9,402 | ) | 5,360 | |||||
Income before income taxes and minority interest |
57,932 | 31,602 | ||||||
Provision for income taxes |
(23,612 | ) | (9,658 | ) | ||||
Minority interest in loss of consolidated subsidiaries, net |
456 | 1,391 | ||||||
Net income |
$ | 34,776 | $ | 23,335 | ||||
Net earnings per share available to common stockholders: |
||||||||
Basic |
$ | 0.11 | $ | 0.07 | ||||
Diluted |
0.11 | 0.06 | ||||||
Shares used in computing earnings per share: |
||||||||
Basic |
307,828 | 345,777 | ||||||
Diluted |
323,749 | 365,168 | ||||||
(1) Includes stock-based compensation as follows: |
||||||||
Cost of revenue |
$ | 883 | $ | 3,225 | ||||
Selling and marketing |
3,235 | 5,251 | ||||||
General and administrative |
7,669 | 9,687 | ||||||
Technology and content |
4,073 | 5,724 | ||||||
Total stock-based compensation |
$ | 15,860 | $ | 23,887 | ||||
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| March 31, | December 31, | |||||||
| 2007 | 2006 | |||||||
| (Unaudited) | ||||||||
| ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 637,722 | $ | 853,274 | ||||
Restricted cash and cash equivalents |
19,582 | 11,093 | ||||||
Accounts and notes receivable, net of allowance of $5,174 and $4,874 |
289,926 | 211,430 | ||||||
Prepaid merchant bookings |
89,551 | 39,772 | ||||||
Deferred income taxes, net |
5,201 | 4,867 | ||||||
Prepaid expenses and other current assets |
72,675 | 62,249 | ||||||
Total current assets |
1,114,657 | 1,182,685 | ||||||
Property and equipment, net |
141,871 | 137,144 | ||||||
Long-term investments and other assets |
85,800 | 59,289 | ||||||
Intangible assets, net |
1,024,010 | 1,028,774 | ||||||
Goodwill |
5,892,415 | 5,861,292 | ||||||
TOTAL ASSETS |
$ | 8,258,753 | $ | 8,269,184 | ||||
| LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
Current liabilities: |
||||||||
Accounts payable, merchant |
$ | 655,850 | $ | 600,192 | ||||
Accounts payable, other |
156,795 | 120,545 | ||||||
Deferred merchant bookings |
946,851 | 466,474 | ||||||
Deferred revenue |
11,602 | 10,317 | ||||||
Income taxes payable |
| 30,902 | ||||||
Other current liabilities |
157,614 | 171,695 | ||||||
Total current liabilities |
1,928,712 | 1,400,125 | ||||||
Long-term debt |
500,000 | 500,000 | ||||||
Deferred income taxes, net |
373,232 | 369,297 | ||||||
Derivative liabilities |
26,489 | 28,991 | ||||||
Other long-term liabilities |
70,686 | 4,725 | ||||||
Minority interest |
62,261 | 61,756 | ||||||
Commitments and contingencies |
||||||||
Stockholders equity: |
||||||||
Preferred stock $.001 par value |
| | ||||||
Authorized shares: 100,000,000 |
||||||||
Series A shares issued and outstanding: 846 and 846 |
||||||||
Common stock $.001 par value |
330 | 328 | ||||||
Authorized shares: 1,600,000,000 |
||||||||
Shares issued: 329,755,710 and 328,066,276 |
||||||||
Shares outstanding: 277,278,642 and 305,901,048 |
||||||||
Class B common stock $.001 par value |
26 | 26 | ||||||
Authorized shares: 400,000,000 |
||||||||
Shares issued and outstanding: 25,599,998 and 25,599,998 |
||||||||
Additional paid-in capital |
5,929,904 | 5,903,200 | ||||||
Treasury stock Common stock, at cost |
(987,638 | ) | (321,155 | ) | ||||
Shares: 52,477,068 and 22,165,228 |
||||||||
Retained earnings |
341,116 | 309,912 | ||||||
Accumulated other comprehensive income |
13,635 | 11,979 | ||||||
Total stockholders equity |
5,297,373 | 5,904,290 | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
$ | 8,258,753 | $ | 8,269,184 | ||||
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| Three months ended | ||||||||
| March 31, | ||||||||
| 2007 | 2006 | |||||||
Operating activities: |
||||||||
Net income |
$ | 34,776 | $ | 23,335 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation |
14,388 | 11,048 | ||||||
Amortization of intangible assets, non-cash distibution and marketing
and stock-based compensation |
37,056 | 62,298 | ||||||
Deferred income taxes |
4,443 | 13,324 | ||||||
Unrealized (gain) loss on derivative instruments, net |
1,391 | (4,300 | ) | |||||
Equity in loss of unconsolidated affiliates |
1,295 | 113 | ||||||
Minority interest in loss of consolidated subsidiaries, net |
(456 | ) | (1,391 | ) | ||||
Foreign exchange (gain) loss on cash and cash equivalents, net |
1,879 | (1,627 | ) | |||||
Other |
367 | 247 | ||||||
Changes in operating assets and liabilities, net of effects from acquisitions: |
||||||||
Accounts and notes receivable |
(71,588 | ) | (24,753 | ) | ||||
Prepaid merchant bookings and prepaid expenses |
(58,135 | ) | (46,971 | ) | ||||
Accounts payable, other and other current liabilities |
35,681 | (36,811 | ) | |||||
Accounts payable, merchant |
55,309 | 21,294 | ||||||
Deferred merchant bookings |
480,365 | 432,107 | ||||||
Deferred revenue |
1,285 | 4,014 | ||||||
Net cash provided by operating activities |
538,056 | 451,927 | ||||||
Investing activities: |
||||||||
Capital expenditures |
(18,332 | ) | (13,038 | ) | ||||
Acquisitions, net of cash acquired |
(39,851 | ) | (263 | ) | ||||
Increase in long-term investments and deposits |
(28,507 | ) | (419 | ) | ||||
Net cash used in investing activities |
(86,690 | ) | (13,720 | ) | ||||
Financing activities: |
||||||||
Short-term borrowings, net |
| (230,480 | ) | |||||
Changes in restricted cash and cash equivalents |
(9,489 | ) | (8,731 | ) | ||||
Proceeds from exercise of equity awards |
8,272 | 15,083 | ||||||
Excess tax benefit on equity awards |
820 | 784 | ||||||
Treasury stock activity |
(666,483 | ) | (5,576 | ) | ||||
Other, net |
393 | | ||||||
Net cash used in financing activities |
(666,487 | ) | (228,920 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents |
(431 | ) | 2,327 | |||||
Net increase (decrease) in cash and cash equivalents |
(215,552 | ) | 211,614 | |||||
Cash and cash equivalents at beginning of period |
853,274 | 297,416 | ||||||
Cash and cash equivalents at end of period |
$ | 637,722 | $ | 509,030 | ||||
Supplemental cash flow information |
||||||||
Cash paid for interest |
$ | 19,241 | $ | 2,715 | ||||
Income tax payments, net |
3,151 | 30,855 | ||||||
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| | Expedia, Inc. makes travel products and services available on a merchant and agency basis. Merchant transactions typically produce a higher level of net revenue per transaction and are generally recognized when the customer uses the travel product or service. Agency revenues are typically recognized at the time the reservation is booked. | ||
| | Agency bookings accounted for 58% of total gross bookings for the first quarter of 2007 and 2006. The mix of agency and merchant bookings remained constant year-over-year as the increase in European airfares for agency bookings and the decrease in North America merchant air bookings were offset by an increase in our worldwide merchant hotel bookings. |
| | Cost of revenue primarily consists of: (1) costs of our data and call centers, including telesales expense; (2) credit card merchant fees; (3) fees paid to fulfillment vendors for processing airline tickets and related customer services; (4) costs paid to suppliers for certain destination inventory; and (5) reserves and related payments to airlines for tickets purchased with fraudulent credit cards. | ||
| | Cost of revenue was 22% of revenue for the first quarter of 2007 and 24% for the prior year period. Excluding stock-based compensation, cost of revenue was 22% of revenue for the first quarter of 2007 and 24% for the prior year period. Cost of revenue excluding stock-based compensation decreased 163 basis points as a percentage of revenue due to cost savings from our Apollo and other productivity initiatives, higher merchant hotel raw margin, and a greater mix of higher gross margin product and services including merchant hotel and net advertising, partially offset by a lower margin on our agency air product. | ||
| | Cost of revenue includes depreciation expense of $3 million for the first quarter of 2007, and $2 million for the comparable 2006 period. |
| | Operating expenses in millions and as a percentage of revenue for the first quarter of 2007 and 2006 were as follows (some numbers may not add due to rounding): |
| Three months | Three months | |||||||||||||||||||||||
| ended March 31, | ended March 31, | |||||||||||||||||||||||
| 2007 | 2006 | Growth | 2007 | 2006 | Change | |||||||||||||||||||
Selling and marketing |
$ | 219.0 | $ | 195.8 | 12 | % | 39.8 | % | 39.6 | % | 0.2 | % | ||||||||||||
General and administrative |
68.5 | 63.7 | 8 | % | 12.4 | % | 12.9 | % | (0.5 | %) | ||||||||||||||
Technology and content |
38.2 | 29.8 | 28 | % | 6.9 | % | 6.0 | % | 0.9 | % | ||||||||||||||
Total Operating Expenses |
$ | 325.7 | $ | 289.3 | 13 | % | 59.2 | % | 58.6 | % | 0.6 | % | ||||||||||||
| | Operating expenses include depreciation expense of $11 million for the first quarter of 2007 and $9 million for the prior year period. | ||
| Selling and Marketing (non-GAAP) |
| | Selling and marketing expense primarily relates to direct advertising and distribution expense, including television, radio and print spending, as well as traffic generation costs from internet portals, search engines and our private label and affiliate programs. | ||
| | Approximately 22% of first quarter expense related to indirect costs including personnel such as PSG staff, marketing teams and destination services personnel, compared with 20% for the prior year period. | ||
| | The increase in first quarter selling and marketing expense was primarily due to increased marketing spend in Europe including brand and search engine marketing efforts, as well as higher indirect costs related to our destination services business, TripAdvisor, ECT and PSG. | ||
| | We expect absolute amounts spent on selling and marketing in 2007 to be higher than the prior year. The direction of this line item as a percentage of revenue throughout the year will primarily depend on our ability to drive efficiencies in our various marketing spends as well as the geographic and product mix of our resulting revenue. |
7 of 19
| General and Administrative (non-GAAP) |
| | General and administrative expense consists primarily of personnel-related costs for support functions that include our executive leadership, finance, legal, tax, technology and human resources functions, and fees for professional services that include legal, tax and accounting. | ||
| | The increase in first quarter general and administrative expense was primarily due to higher legal fees and corporate technology costs, partially offset by a reduction in payroll tax related items. | ||
| | We expect general and administrative expense to increase in absolute dollars but decrease as a percentage of revenue in 2007. |
| Technology and Content (non-GAAP) |
| | Technology and content expense includes product development expenses principally related to payroll and related expenses, hardware and software expenditures and software development cost amortization. | ||
| | The increase in first quarter technology and content expense was due to amortization of capitalized software costs, a significant amount of which was placed into service starting in the fourth quarter of 2006 and the first quarter of 2007, as well as increased personnel costs. | ||
| | Given our historical and ongoing investments in our enterprise data warehouse, re-platforming, geographic expansion, site merchandising, content management, corporate travel, supplier integration and other initiatives, which we expect to continue to put into service throughout 2007 and 2008, we expect technology and content expense to increase in absolute dollars and as a percentage of revenue in both 2007 and 2008. |
| | Stock-based compensation expense relates primarily to expense for stock options and restricted stock units (RSUs). Since February 2003, we have awarded RSUs as our primary form of employee stock-based compensation. Our stock-based awards generally vest over five years. | ||
| | First quarter stock-based compensation expense was $16 million, consisting of $12 million in expense primarily related to RSUs and $4 million in stock option expense. | ||
| | First quarter stock-based compensation decreased $8 million compared to the prior year period primarily due to completed vesting of previous option awards, partially offset by higher expense related to RSUs. | ||
| | Assuming, among other things, no modification of existing awards, significant additional award grants or adjustments to forfeiture estimates, we expect stock-based compensation expense for full-year 2007 will be less than $65 million, and will modestly decrease again in 2008. |
| | The $9 million decrease in other, net for the first quarter primarily relates to a $1 million net unrealized loss from our AskJeeves, Inc. (Ask) derivative liability (see Balance Sheet Notes) compared with a $4 million unrealized gain in the prior year period. In addition, we had a $3 million foreign exchange loss in the first quarter of 2007, compared with a less than $1 million loss in the prior year period. |
| | During the first quarter we implemented Financial Accounting Standards Board (FASB) Interpretation No. 48, Accounting for Uncertainty in Income Taxesan interpretation of FASB Statement No. 109 (FIN 48). The implementation of FIN 48 had no material impact on our effective tax rates on either pre-tax GAAP income or adjusted income as compared to prior accounting standards. | ||
| | The effective tax rate on GAAP pre-tax income was 40.8% for the first quarter 2007 compared with 30.6% in the prior year period. The effective rate increased due to non-deductible unrealized losses on our Ask derivative liability compared with a gain in the prior year period, and due to stock-based compensation adjustments which lowered the prior year rate below statutory levels. Our first quarter 2007 effective rate was higher than the statutory rate principally due to state income taxes, interest accruals related to uncertain tax positions and non-deductible losses related to Ask. | ||
| | The effective tax rate on pre-tax adjusted income was 38.7% for the first quarter 2007 compared with 37.6% in the prior year period. The effective tax rate increased due to increased state income taxes and foreign tax adjustments. Our first quarter 2007 rate was higher than the statutory rate principally due to state taxes. |
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| | Cash paid for income taxes in the first quarter of 2007 was $3 million, a decrease of $28 million compared with the prior year period primarily due to a need to make prior year tax payments in first quarter 2006 that did not occur in first quarter 2007. We anticipate tax-related payments for full-year 2007 will increase compared with 2006 as we utilized substantially all of our net operating loss carry-forwards during 2006 and are now a full cash taxpayer. |
| | As Expedia, Inc.s reporting currency is the U.S. Dollar (USD), reported financial results are affected by the strength or weakness of the USD in comparison to the functional currencies of our international operations. Management believes investors may find it useful to assess our growth rates with and without the impact of foreign exchange. | ||
| | The estimated impact of foreign exchange on worldwide and Europe growth rates for the past five quarters for gross bookings and for the first quarter for revenue is as follows: |
| Worldwide | Europe | |||||||||||||||||||||||
| Y/Y growth | Impact on Y/Y | Y/Y growth | Impact on Y/Y | |||||||||||||||||||||
| rates excluding | growth rates | rates excluding | growth rates | |||||||||||||||||||||
| foreign | from foreign | foreign | from foreign | |||||||||||||||||||||
| Y/Y growth | exchange | exchange | Y/Y growth | exchange | exchange | |||||||||||||||||||
| Three months ended | rates | movements | movements | rates | movements | movements | ||||||||||||||||||
Gross Bookings: |
||||||||||||||||||||||||
March 31, 2007 |
7.9 | % | 5.8 | % | 2.1 | % | 32.3 | % | 22.3 | % | 10.0 | % | ||||||||||||
December 31, 2006 |
8.6 | % | 6.6 | % | 2.0 | % | 32.8 | % | 23.4 | % | 9.4 | % | ||||||||||||
September 30, 2006 |
8.2 | % | 6.7 | % | 1.5 | % | 23.0 | % | 17.6 | % | 5.4 | % | ||||||||||||
June 30, 2006 |
10.5 | % | 9.9 | % | 0.6 | % | 12.3 | % | 12.0 | % | 0.3 | % | ||||||||||||
March 31, 2006 |
13.8 | % | 15.3 | % | -1.5 | % | 12.7 | % | 20.7 | % | -8.0 | % | ||||||||||||
Revenue: |
||||||||||||||||||||||||
March 31, 2007 |
11.5 | % | 9.4 | % | 2.1 | % | 29.0 | % | 20.4 | % | 8.6 | % | ||||||||||||
| | The negative impact of foreign exchange on our cash balances denominated in foreign currency was less than $1 million in the first quarter of 2007, and is included in effect of exchange rate changes on cash and cash equivalents on our statements of cash flows. This amount reflects a net decrease of $3 million as compared to the prior year period primarily due to a loss on the conversion of foreign currencies in the first quarter of 2007 as compared to a gain in the prior year period. |
| | During the first quarter we had acquisitions of travel information-related companies and assets totaling $41 million, of which $40 million was paid in cash. We recorded goodwill of $18 million and intangible assets of $16 million as a result of these acquisitions. We are obligated for additional purchase amounts in 2008 and 2009 based on an acquired companys performance in 2007 and 2008. | ||
| | Acquisitions completed subsequent to March 31, 2006 increased worldwide gross bookings growth by 0.1% and increased worldwide revenue growth by 1.2%, and were primarily related to acquired media content businesses. | ||
| | Long-term investments and other assets increased $27 million from December 31, 2006 primarily due to our March 2007 investment in CruiseShipCenters International, Inc. (CSC), a cruise vacation specialist company in which we acquired a 50% interest for $26 million in cash. |
| | Cash, cash equivalents and restricted cash totaled $657 million at March 31, 2007. This amount includes $20 million in restricted cash and equivalents related to merchant air revenue transactions. | ||
| | The $207 million decrease in cash, cash equivalents and restricted cash for the three months ended March 31, 2007 principally relates to $666 million in treasury stock activity primarily related to our 30 million share repurchase completed in January 2007 and $68 million in acquisitions, long-term investments and deposits, partially offset by a $443 million increase in cash from net changes in operating assets and liabilities and $104 million in OIBA. |
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| | Accounts receivable include credit card receivables generally due within two to three days from credit card agencies, receivables from agency transactions generally due within 30 days after booking, and receivables from global distribution partners generally due within 60 to 120 days after booking. | ||
| | Accounts and notes receivable increased $78 million due in part to a seasonal increase in merchant air bookings and increased receivables related to our advertising businesses, including receivables from recently acquired companies. |
| | Prepaid merchant bookings primarily relate to our merchant air business and reflect prepayments to our airline partners for their portion of the gross booking, prior to the travelers dates of travel. The $50 million increase in prepaid merchant bookings from December 31, 2006 is primarily due to a seasonal increase in merchant air ticket volumes. | ||
| | Prepaid expenses and other current assets are primarily composed of prepaid marketing, prepaid merchant fees, prepaid license and maintenance agreements and prepaid insurance. |
| | Long-term investments and other assets include transportation equipment, collateral deposits related to our cross-currency swap agreements, equity investments and capitalized debt issuance costs. |
| | Goodwill and intangible assets, net primarily relate to the acquisitions of Hotels.com, Expedia.com and Hotwire. | ||
| | $867 million of intangible assets, net relates to intangible assets with indefinite lives, which are not amortized, and principally relate to trade names and trademarks acquired in various acquisitions. | ||
| | $157 million of intangible assets, net relates to intangible assets with definite lives, which are generally amortized over a period of two to ten years. The majority of this amortization is not deductible for tax purposes. | ||
| | Amortization expense related to definite lived intangibles was $21 million for the first quarter, compared with $30 million for the prior year period. The decrease was primarily due to the completed amortization of certain technology and supplier intangible assets over the past year. Assuming no impairments or acquisitions, we expect amortization expense for definite lived intangibles of $78 million in 2007 and $56 million in 2008. | ||
| | Goodwill increased $31 million from December 31, 2006, primarily due to an acquisition completed in the first quarter and adjustments related to the adoption of FIN 48 which were allocated to acquired companies. |
| | Accounts payable, other primarily consists of payables related to the day-to-day operations of our business. | ||
| | Accounts payable, other increased $36 million from December 31, 2006 primarily due to a seasonal increase in accrued marketing expenses related to marketing campaign launches for various points of sale in the first quarter. |
| | Deferred merchant bookings consist of amounts received from travelers who have not yet traveled. The payment to suppliers related to these bookings is generally made within two weeks after booking for air travel and, for all other merchant bookings, after the customers use of services and subsequent billing from the supplier, which billing is reflected as accounts payable, merchant on our consolidated balance sheets. Therefore, especially for merchant hotel, there is a significant period of time from the receipt of cash from our travelers to supplier payment. | ||
| | As long as the merchant hotel business continues to grow and our business model does not change, we expect that changes in working capital will continue to be positive. If this business declines or if the model changes, it would negatively affect our working capital. | ||
| | Deferred merchant bookings generally mirror the seasonality pattern of our gross bookings. | ||
| | For the three months ended March 31, 2007, the change in deferred merchant bookings and accounts payable, merchant contributed $536 million to net cash flow provided by operating activities. |
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| | Expedia, Inc. maintains a $1 billion five-year unsecured revolving credit facility that bears interest based on our financial leverage, currently priced at LIBOR+0.50%. As of March 31, 2007 we had no borrowings outstanding and were in compliance with our leverage and net worth covenants under the credit facility. Outstanding letters of credit of $50 million reduced available borrowing capacity under the facility to $950 million as of March 31, 2007. | ||
| | In January 2007 we completed a modified Dutch auction tender offer, purchasing 30 million common shares of Expedia, Inc. at a total cost of $660 million, excluding transaction fees and expenses. We borrowed $150 million against the credit facility to finance a portion of the repurchase, which was fully repaid during the first quarter. | ||
| | Long-term debt relates to $500 million in registered 7.456% Senior Notes (the Notes) due 2018, which were issued in August 2006. The Notes are repayable in whole or in part on August 15, 2013 at the option of the note holders. We may redeem the Notes at any time at our option. | ||
| | Semi-annual interest expense related to the Notes is $19 million, paid on February 15 and August 15 of each year. Accrued interest related to the notes was $5 million at March 31, 2007 and $13 million at December 31, 2006. Such amounts are classified as other current liabilities on our consolidated balance sheets. |
| | Other current liabilities principally relate to accruals for cost of service related to our call center and internet services, accruals for service, bonus, salary and wage liabilities, a reserve for occupancy taxes, accrued interest on our Notes, as well as $30 million related to our tax sharing agreement with Microsoft, which we expect to pay in the fourth quarter of 2007. | ||
| | Other current liabilities decreased $14 million from December 31, 2006 primarily due to the payment of employee incentive compensation and accrued interest on our Notes during the first quarter. |
| | In connection with IACs acquisition of Ask, we issued 4.3 million shares of Expedia, Inc. common stock into an escrow account, which shares (or cash in equal value) were due to holders of Ask convertible notes upon conversion. These shares have been included in diluted shares from the date of Spin-Off. | ||
| | During the first quarter of 2007 notes were converted for 0.2 million shares, which when combined with prior conversions of 3.5 million shares, leaves 0.6 million shares of Expedia common stock (or cash in equal value) due to Ask note holders upon conversion. The Ask notes are due June 1, 2008; upon maturity our obligation to satisfy demands for conversion ceases. | ||
| | The estimated fair value of the Ask notes at March 31, 2007 was $12 million, and is recorded as a derivative liability on our consolidated balance sheets. The derivative liability amount, if any, will appear as a current liability beginning with our second quarter ended June 30, 2007. | ||
| | For the first quarter we recorded a net unrealized loss of $1 million related to the Ask notes due to the increase in our share price at the end of the first quarter 2007 compared with the end of 2006. This loss is reflected as an increase in derivative liabilities, is recorded in other, net on our consolidated statements of income and is excluded from both our OIBA and adjusted net income calculations. | ||
| | We anticipate recording a quarterly unrealized gain or loss in future quarters related to any remaining liability as we adjust the fair value for changes in our stock price, as measured at subsequent quarter-ends compared with the prior quarter-end. | ||
| | The remaining $14 million of derivative liabilities at March 31, 2007 primarily relates to cross-currency swaps, which increased $1 million from December 31, 2006 due to the weakening of the USD compared with the Euro and rising interest rates. |
| | Other long-term liabilities include $65 million in uncertain tax positions recorded under FIN 48. Prior to our adoption of FIN 48 on January 1, 2007 these amounts were classified as income taxes payable in current liabilities on our consolidated balance sheets. |
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| | Minority interest primarily relates to the minority ownership position in eLong, results for which are consolidated for all periods presented. |
| | At March 31, 2007 we have agreements with certain vendors under which we have future minimum obligations of $28 million for the remainder of 2007, $9 million in 2008 and $8 million in 2009. These minimum obligations for customer loyalty, software, telecom and other support services are less than our projected use for those periods, and we expect payment to be more than the minimum obligations based on our actual use. In addition, if certain obligations are met by our counterparties, our obligations will increase. These obligations are not reflected on our consolidated balance sheets herein. | ||
| | In conjunction with our acquisition of CSC we extended a $10 million secured revolving operating line of credit and a credit facility for up to $20 million. Both the line of credit and credit facility bear interest at Prime+0.50%. Beginning at the end of 2008, any amounts due under the credit facility are convertible at our option to shares in the company at a 20% premium to recent fair market value. No amounts were drawn on the line of credit or credit facility as of March 31, 2007. |
| | In August 2006 our Board of Directors authorized the repurchase of up to 20 million common shares. There is no fixed termination date for the authorization, and as of the date of this release we have not repurchased any shares under this authorization. | ||
| | In January 2007 Expedia completed a self-tender offer, purchasing 30 million shares of its common stock at a purchase price of $22.00 per share at a total cost of $660 million, excluding transaction costs. |
| | There are approximately 26 million shares of Expedia Class B common stock outstanding, owned by Liberty Media Corporation and its subsidiaries (Liberty). Class B shares are entitled to ten votes per share when voting on matters with the holders of Expedia common and preferred stock. | ||
| | Through the common stock our Chairman and Senior Executive, Barry Diller, owns directly, as well as the common stock and Class B stock for which he has been assigned an irrevocable proxy by Liberty, Mr. Diller had a controlling 58% voting interest in Expedia, Inc. as of April 20, 2007. |
| | As of March 31, 2007 we had 58.5 million warrants outstanding, which, if exercised in full, would entitle holders to acquire 34.6 million common shares of Expedia, Inc. for an aggregate purchase price of approximately $774 million (representing an average of $22 per Expedia, Inc. common share). | ||
| | 32.2 million of these warrants are privately held and expire in 2012, and 26.0 million warrants are publicly-traded and expire in 2009. There are 0.3 million miscellaneous warrants outstanding. |
| | At March 31, 2007 we had stock-based awards outstanding, representing 31 million common shares, consisting of stock options to purchase 22 million common shares with a $16.65 weighted average exercise price and weighted average remaining life of 3.1 years, and 9 million RSUs. | ||
| | Annual employee RSU grants typically occur during the first quarter of each year. During first quarter 2007 we granted 3.1 million RSUs. Net of cancellations, expirations and forfeitures occurring during the quarter, RSUs increased by 2.4 million. |
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| | Weighted average basic, fully diluted and adjusted diluted share counts are as follows (in 000s; some numbers may not add due to rounding): |
| 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||
| Shares | 3.31.07 | 12.31.06 | 3.31.06 | |||||||||
Basic shares |
307,828 | 330,294 | 345,777 | |||||||||
Options |
8,301 | 7,339 | 9,956 | |||||||||
Warrants |
4,998 | 3,756 | 5,167 | |||||||||
Derivative liabilities |
608 | 867 | 2,017 | |||||||||
RSUs |
2,013 | 1,323 | 1,349 | |||||||||
Other |
| 7 | 903 | |||||||||
Fully diluted shares |
323,749 | 343,586 | 365,168 | |||||||||
RSUs, Adjusted Income method |
5,964 | 5,849 | 5,054 | |||||||||
Adjusted diluted shares |
329,712 | 349,435 | 370,222 | |||||||||
| | Basic, fully diluted and adjusted diluted shares decreased from December 31, 2006 primarily due to the completion of our tender offer for 30 million common shares, completed in January 2007. | ||
| | Basic, fully diluted and adjusted diluted shares decreased from March 31, 2006 primarily due to the completion of our tender offer for 30 million common shares, completed in January 2007 and our repurchase of 20 million common shares in open market purchases, completed in July 2006. These repurchases were partially offset by the issuance of common shares related to option exercises and vested RSUs. |
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| | The following metrics are intended as a supplement to the financial statements found in this press release and in our filings with the SEC. In the event of discrepancies between amounts in these tables and our historical financial statements, readers should rely on our filings with the SEC and financial statements in our most recent earnings release. | ||
| | We intend to periodically review and refine the definition, methodology and appropriateness of each of our supplemental metrics. As a result, these metrics are subject to removal and/or change, and such changes could be material. | ||
| | Metrics, with the exception of revenue and OIBA items, include 100% of the results of an unconsolidated joint-venture of which we own approximately 49.9%. | ||
| | 100% of TripAdvisor revenue is included in our North America segment. | ||
| | We have not reported segment Revenue and OIBA for 2005 periods as it is not practicable to do so. | ||
| | Expedia gross bookings constitute bookings from all Expedia-branded properties, including our international sites and our worldwide ECT businesses. Other gross bookings constitute bookings from all brands other than Expedia and Hotels.com. | ||
| | These metrics do not include adjustments for one-time items, acquisitions, foreign exchange or other adjustments. | ||
| | Some numbers may not add due to rounding. |
| 2005 | 2006 | 2007 | Y/Y | |||||||||||||||||||||||||||||||||||||
| Q1 | Q2 | Q3 | Q4 | Q1 | Q2 | Q3 | Q4 | Q1 | Growth | |||||||||||||||||||||||||||||||
Gross Bookings by Segment |
||||||||||||||||||||||||||||||||||||||||
North America |
$ | 3,193 | $ | 3,204 | $ | 3,044 | $ | 2,624 | $ | 3,522 | $ | 3,445 | $ | 3,104 | $ | 2,666 | $ | 3,559 | 1 | % | ||||||||||||||||||||
Europe |
692 | 669 | 644 | 510 | 780 | 752 | 792 | 677 | 1,032 | 32 | % | |||||||||||||||||||||||||||||
Other |
201 | 260 | 249 | 262 | 347 | 368 | 365 | 344 | 425 | 23 | % | |||||||||||||||||||||||||||||
Total |
$ | 4,086 | $ | 4,133 | $ | 3,938 | $ | 3,395 | $ | 4,648 | $ | 4,565 | $ | 4,261 | $ | 3,687 | $ | 5,016 | 8 | % | ||||||||||||||||||||
Revenue by Segment |
||||||||||||||||||||||||||||||||||||||||
North America |
N/A | N/A | N/A | N/A | $ | 382 | $ | 456 | $ | 450 | $ | 379 | $ | 406 | 6 | % | ||||||||||||||||||||||||
Europe |
N/A | N/A | N/A | N/A | 85 | 112 | 134 | 121 | 110 | 29 | % | |||||||||||||||||||||||||||||
Other |
N/A | N/A | N/A | N/A | 27 | 30 | 30 | 32 | 34 | 28 | % | |||||||||||||||||||||||||||||
Total |
N/A | N/A | N/A | N/A | $ | 494 | $ | 598 | $ | 614 | $ | 531 | $ | 551 | 11 | % | ||||||||||||||||||||||||
OIBA by Segment |
||||||||||||||||||||||||||||||||||||||||
North America |
N/A | N/A | N/A | N/A | $ | 147 | $ | 212 | $ | 204 | $ | 172 | $ | 164 | 11 | % | ||||||||||||||||||||||||
Europe |
N/A | N/A | N/A | N/A | 15 | 40 | 48 | 55 | 26 | 67 | % | |||||||||||||||||||||||||||||
Other |
N/A | N/A | N/A | N/A | (74 | ) | (68 | ) | (72 | ) | (81 | ) | (85 | ) | -15 | % | ||||||||||||||||||||||||
Total |
N/A | N/A | N/A | N/A | $ | 89 | $ | 184 | $ | 180 | $ | 146 | $ | 104 | 18 | % | ||||||||||||||||||||||||
Gross Bookings by Brand |
||||||||||||||||||||||||||||||||||||||||
Expedia |
$ | 3,252 | $ | 3,191 | $ | 3,048 | $ | 2,679 | $ | 3,680 | $ | 3,590 | $ | 3,343 | $ | 2,962 | $ | 4,013 | 9 | % | ||||||||||||||||||||
Hotels.com |
483 | 497 | 502 | 407 | 582 | 621 | 600 | 456 | 612 | 5 | % | |||||||||||||||||||||||||||||
Other |
352 | 445 | 387 | 309 | 386 | 354 | 318 | 268 | 392 | 1 | % | |||||||||||||||||||||||||||||
Total |
$ | 4,086 | $ | 4,133 | $ | 3,938 | $ | 3,395 | $ | 4,648 | $ | 4,565 | $ | 4,261 | $ | 3,687 | $ | 5,016 | 8 | % | ||||||||||||||||||||
Gross Bookings by Agency/Merchant |
||||||||||||||||||||||||||||||||||||||||
Agency |
$ | 2,364 | $ | 2,396 | $ | 2,276 | $ | 2,068 | $ | 2,695 | $ | 2,728 | $ | 2,473 | $ | 2,253 | $ | 2,910 | 8 | % | ||||||||||||||||||||
Merchant |
1,722 | 1,737 | 1,662 | 1,327 | 1,953 | 1,837 | 1,788 | 1,433 | 2,106 | 8 | % | |||||||||||||||||||||||||||||
Total |
$ | 4,086 | $ | 4,133 | $ | 3,938 | $ | 3,395 | $ | 4,648 | $ | 4,565 | $ | 4,261 | $ | 3,687 | $ | 5,016 | 8 | % | ||||||||||||||||||||
Packages Revenue |
$ | 114 | $ | 124 | $ | 128 | $ | 106 | $ | 114 | $ | 131 | $ | 125 | $ | 107 | $ | 111 | -2 | % | ||||||||||||||||||||
Net Advertising Revenue |
$ | 16 | $ | 17 | $ | 19 | $ | 19 | $ | 21 | $ | 22 | $ | 25 | $ | 27 | $ | 37 | 77 | % | ||||||||||||||||||||
Number of Transactions * |
9.6 | 10.1 | 10.3 | 8.7 | 10.5 | 10.6 | 10.4 | 8.9 | 11.0 | 5 | % | |||||||||||||||||||||||||||||
Merchant Hotel * |
||||||||||||||||||||||||||||||||||||||||
Room Nights |
7.6 | 9.0 | 10.0 | 8.1 | 8.1 | 10.1 | 11.1 | 8.7 | 8.4 | 3 | % | |||||||||||||||||||||||||||||
Room Night Growth |
10 | % | 8 | % | 9 | % | 10 | % | 7 | % | 13 | % | 11 | % | 8 | % | 3 | % | | |||||||||||||||||||||
ADR Growth |
3 | % | 6 | % | 10 | % | 6 | % | 3 | % | 7 | % | 4 | % | 8 | % | 9 | % | | |||||||||||||||||||||
Revenue per Night Growth |
-3 | % | 3 | % | 5 | % | -1 | % | -4 | % | 4 | % | 2 | % | 7 | % | 13 | % | | |||||||||||||||||||||
Revenue Growth |
6 | % | 11 | % | 15 | % | 9 | % | 3 | % | 17 | % | 14 | % | 15 | % | 17 | % | | |||||||||||||||||||||
Air |
||||||||||||||||||||||||||||||||||||||||
Tickets Sold Growth |
25 | % | 22 | % | 14 | % | 8 | % | 3 | % | -4 | % | -6 | % | 1 | % | 5 | % | | |||||||||||||||||||||
Revenue per Ticket Growth |
-9 | % | -13 | % | -10 | % | -11 | % | -9 | % | -10 | % | -17 | % | -15 | % | -20 | % | | |||||||||||||||||||||
Revenue Growth |
14 | % | 6 | % | 3 | % | -4 | % | -7 | % | -13 | % | -23 | % | -14 | % | -16 | % | | |||||||||||||||||||||
Airfare Growth |
2 | % | 6 | % | 7 | % | 7 | % | 9 | % | 13 | % | 11 | % | 4 | % | 1 | % | | |||||||||||||||||||||
| * | 2005 transactions and merchant hotel nights have been slightly revised to more accurately reflect room night transactions at Hotels.com, impacting 2005 and 2006 growth rates for transactions, merchant hotel room nights, room night growth, ADR growth and revenue per night growth. There was no impact on gross bookings or consolidated revenue as a result of these changes. |
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| Three months ended | ||||||||
| March 31, | ||||||||
| 2007 | 2006 | |||||||
| (in thousands) | ||||||||
OIBA |
$ | 104,390 | $ | 88,540 | ||||
Amortization of intangible assets |
(21,196 | ) | (30,171 | ) | ||||
Stock-based compensation |
(15,860 | ) | (23,887 | ) | ||||
Amortization of non-cash distribution and marketing |
| (8,240 | ) | |||||
Operating income |
67,334 | 26,242 | ||||||
Interest income (expense), net |
(3,907 | ) | 1,703 | |||||
Other, net |
(5,495 | ) | 3,657 | |||||
Provision for income taxes |
(23,612 | ) | (9,658 | ) | ||||
Minority interest in loss of consolidated subsidiaries, net |
456 | 1,391 | ||||||
Net income |
$ | 34,776 | $ | 23,335 | ||||
| Three months ended | ||||||||
| March 31, | ||||||||
| 2007 | 2006 | |||||||
| (in thousands, except per share data) | ||||||||
Net income |
$ | 34,776 | $ | 23,335 | ||||
Amortization of intangible assets |
21,196 | 30,171 | ||||||
Stock-based compensation |
15,860 | 23,887 | ||||||
Amortization of non-cash distribution and marketing |
| 8,240 | ||||||
Unrealized loss (gain) on derivative instruments, net |
1,391 | (4,300 | ) | |||||
Minority interest |
(208 | ) | (321 | ) | ||||
Provision for income taxes |
(13,714 | ) | (23,995 | ) | ||||
Adjusted net income |
$ | 59,301 | $ | 57,017 | ||||
GAAP diluted weighted average shares outstanding |
323,749 | 365,168 | ||||||
Additional restricted stock units |
5,964 | 5,054 | ||||||
Adjusted weighted average shares outstanding |
329,713 | 370,222 | ||||||
Diluted earnings per share |
$ | 0.11 | $ | 0.06 | ||||
Adjusted earnings per share |
$ | 0.18 | $ | 0.15 | ||||
| Three months ended | ||||||||
| March 31, | ||||||||
| 2007 | 2006 | |||||||
| (in thousands) | ||||||||
Net cash provided by operating activities |
$ | 538,056 | $ | 451,927 | ||||
Less: capital expenditures |
(18,332 | ) | (13,038 | ) | ||||
Free cash flow |
$ | 519,724 | $ | 438,889 | ||||
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| Three months ended | ||||||||||||
| March 31, | ||||||||||||
| 2007 | 2006 | |||||||||||
| (in thousands) | ||||||||||||
Cost of revenue |
$ | 121,298 | $ | 119,314 | ||||||||
Less: stock-based compensation |
(883 | ) | (3,225 | ) | ||||||||
Cost of revenue excluding stock-based compensation |
$ | 120,415 | $ | 116,089 | ||||||||
Selling and marketing expense |
$ | 222,268 | $ | 201,026 | ||||||||
Less: stock-based compensation |
(3,235 | ) | (5,251 | ) | ||||||||
Selling and marketing expense excluding stock-based compensation |
$ | 219,033 | $ | 195,775 | ||||||||
General and administrative expense |
$ | 76,163 | $ | 73,361 | ||||||||
Less: stock-based compensation |
(7,669 | ) | (9,687 | ) | ||||||||
General and administrative expense excluding stock-based compensation |
$ | 68,494 | $ | 63,674 | ||||||||
Technology and content expense |
$ | 42,252 | $ | 35,544 | ||||||||
Less: stock-based compensation |
(4,073 | ) | (5,724 | ) | ||||||||
Technology and content expense excluding stock-based compensation |
$ | 38,179 | $ | 29,820 | ||||||||
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Contacts |
||
Investor Relations
|
Communications | |
(425) 679-3555
|
(425) 679-4317 | |
ir@expedia.com
|
press@expedia.com |
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