| 3 Months | 3 Months | Y / Y | ||||||||||
| Metric | Ended 3.31.09 | Ended 3.31.08 | Growth | |||||||||
Gross bookings |
5,225.4 | 5,902.5 | (11 | %) | ||||||||
Revenue |
635.7 | 687.8 | (8 | %) | ||||||||
Revenue margin |
12.17 | % | 11.65 | % | +51bps | |||||||
Gross profit |
492.2 | 535.6 | (8 | %) | ||||||||
Operating income before
amortization* (OIBA) |
129.8 | 125.9 | 3 | % | ||||||||
Operating income |
92.9 | 90.0 | 3 | % | ||||||||
Adjusted net income * |
62.8 | 71.0 | (11 | %) | ||||||||
Net income attributable to
Expedia, Inc. |
39.4 | 51.3 | (23 | %) | ||||||||
Adjusted EPS * |
$ | 0.21 | $ | 0.24 | (13 | %) | ||||||
Diluted EPS |
$ | 0.14 | $ | 0.17 | (18 | %) | ||||||
Free cash flow * |
478.6 | 530.6 | (10 | %) | ||||||||
| * | Operating income before amortization, Adjusted net income, Adjusted EPS, and Free cash flow are non-GAAP measures as defined by the Securities and Exchange Commission (the SEC). Please see Definitions of Non-GAAP Measures and Tabular Reconciliations for Non-GAAP Measures on pages 15-18 herein for an explanation of non-GAAP measures used throughout this release. The definitions for OIBA and Adjusted net income were revised in the first quarter of 2009. |
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2 of 19
| | Gross bookings from Expedia, Inc.s international businesses were $1.66 billion in the first quarter, accounting for 32% of worldwide bookings, consistent with the prior year period. Revenue from international businesses was $190 million in the first quarter, or 30% of worldwide revenue, down from 32% in the prior year period. | ||
| | hotels.com launched new localized sites in Thailand and Malaysia bringing the total number of hotels.com sites in the APAC region to thirteen. | ||
| | Expedia Affiliate Network signed a number of private label distribution deals in Europe to power travel bookings for partners, including Pegasus Airlines, click4carbon and Tiscali. | ||
| | TripAdvisor announced the official launch of its Chinese domain, www.daodao.com, providing localized travel research for Chinese travelers. In addition, TripAdvisor expanded its global footprint for travelers speaking Portuguese, Dutch and Swedish. |
| | As a part of its Free Nights and No-Fee Flights promotion, Expedia.com® waived booking fees on all flights booked on or before May 31 and offered travelers their last night free on stays of three, four or five nights at more than 700 hotels worldwide. | ||
| | Expedia.com was named Best Website by Zagat in their 2009 U.S. Hotels, Resorts and Spas Survey. | ||
| | Egencia announced expansion of its open travel & entertainment management platform in North America, designed to help organizations better manage expenses and prevent fraud and supported by integrations with IBMs Global Expense Reporting Solutions (GERS), Databasics, ExpenseWatch.com, ExpenseWire and SutiSoft. | ||
| | Hotwire launched a new carbon offset program with TerraPass through which Hotwire pays for half the cost of carbon offsets purchased by its travelers. |
| | TripAdvisor launched its new flight meta-search service, which includes its proprietary Fees Estimator tool, the first product of its kind to help travelers better understand the true cost of a flight in a single display. | ||
| | Expedia Media Solutions introduced PassportAdsTM, the first behavioral marketing product to connect advertisers with in-market travel consumers across the Internet and throughout the trip purchasing lifecycle. | ||
| | hotels.com® reached the one million mark for qualified user reviews. A recent hotels.com survey showed that U.S. travelers are increasingly relying on online reviews prior to booking a hotel. | ||
| | TripAdvisor announced its enhanced restaurant product featuring nearly 500,000 restaurants in 24,000 cities and more than 2 million ratings and reviews, allowing visitors to identify, locate and book eateries around the world. | ||
| | SeatGuru® now includes over 590 seat maps from 84 airlines, and has been integrated on Expedia sites in the U.S., Canada and Australia, as well as on Egencia. | ||
| | BookingBuddyTM introduced its new BookingBuddy Deals network, delivering targeted travel deal ads to more than 23 million travelers throughout the TripAdvisor network. | ||
| | Expedia.com enhanced its hotel search results display, with additional geographic intelligence to deliver a larger selection of properties in an expanded geographic radius for searches in smaller cities and neighborhoods. | ||
| | Egencia expanded its mobile Egencia on the Go platform to Europe, offering clients SMS travel alerts and flight information. |
| | Hilton Hotels has signed a new long-term, strategic agreement under which Hilton properties will be available on all Expedia and hotels.com-branded sites worldwide, as well as through Expedia Affiliate Network. | ||
| | PSG launched Expedia Partner Central, giving hotel partners a centralized online resource to access the revenue management, marketing, and operational tools Expedia offers. | ||
| | Expedia partnered with Virgin Blue and its international carrier V-Australia in Expedias first global airline agreement in Australia and the first global distribution agreement for either airline with an OTA. | ||
| | Expedia signed agreements with the Stella Hospitality Group and Mitchell Corp, adding 275 new properties to Expedias supply and expanding its presence in key secondary markets throughout Australia and New Zealand. |
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| Three months ended | ||||||||
| March 31, | ||||||||
| 2009 | 2008 | |||||||
Revenue |
$ | 635,712 | $ | 687,817 | ||||
Cost of revenue (1) |
143,513 | 152,260 | ||||||
Gross profit |
492,199 | 535,557 | ||||||
Operating expenses: |
||||||||
Selling and marketing (1) |
235,884 | 287,995 | ||||||
Technology and content (1) |
77,672 | 71,946 | ||||||
General and administrative (1) |
67,909 | 67,567 | ||||||
Amortization of intangible assets |
9,069 | 18,051 | ||||||
Restructuring charges |
8,718 | | ||||||
Operating income |
92,947 | 89,998 | ||||||
Other income (expense): |
||||||||
Interest income |
2,671 | 8,115 | ||||||
Interest expense |
(21,645 | ) | (15,700 | ) | ||||
Other, net |
(6,947 | ) | (3,673 | ) | ||||
Total other expense, net |
(25,921 | ) | (11,258 | ) | ||||
Income before income taxes |
67,026 | 78,740 | ||||||
Provision for income taxes |
(27,272 | ) | (28,972 | ) | ||||
Net income |
39,754 | 49,768 | ||||||
Net (income) loss attributable to noncontrolling interests |
(370 | ) | 1,538 | |||||
Net income attributable to Expedia, Inc. |
$ | 39,384 | $ | 51,306 | ||||
Earnings per share attributable to Expedia, Inc. available
to common stockholders: |
||||||||
Basic |
$ | 0.14 | $ | 0.18 | ||||
Diluted |
0.14 | 0.17 | ||||||
Shares used in computing earnings per share: |
||||||||
Basic |
287,344 | 285,117 | ||||||
Diluted |
287,875 | 294,031 | ||||||
(1) Includes stock-based compensation as follows: |
||||||||
Cost of revenue |
$ | 711 | $ | 580 | ||||
Selling and marketing |
3,991 | 3,752 | ||||||
Technology and content |
5,176 | 4,822 | ||||||
General and administrative |
8,694 | 8,652 | ||||||
Total stock-based compensation |
$ | 18,572 | $ | 17,806 | ||||
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| March 31, | December 31, | |||||||
| 2009 | 2008 | |||||||
| (Unaudited) | ||||||||
| ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 475,234 | $ | 665,412 | ||||
Restricted cash and cash equivalents |
12,008 | 3,356 | ||||||
Short-term investments |
89,974 | 92,762 | ||||||
Accounts receivable, net of allowance of $13,949 and $12,584 |
323,671 | 267,270 | ||||||
Prepaid merchant bookings |
89,373 | 66,081 | ||||||
Prepaid expenses and other current assets |
100,243 | 103,833 | ||||||
Total current assets |
1,090,503 | 1,198,714 | ||||||
Property and equipment, net |
240,152 | 247,954 | ||||||
Long-term investments and other assets |
80,081 | 75,593 | ||||||
Intangible assets, net |
818,210 | 833,419 | ||||||
Goodwill |
3,519,825 | 3,538,569 | ||||||
TOTAL ASSETS |
$ | 5,748,771 | $ | 5,894,249 | ||||
| LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
Current liabilities: |
||||||||
Accounts payable, merchant |
$ | 640,305 | $ | 625,059 | ||||
Accounts payable, other |
171,742 | 150,534 | ||||||
Deferred merchant bookings |
1,009,551 | 523,563 | ||||||
Deferred revenue |
17,530 | 15,774 | ||||||
Accrued expenses and other current liabilities |
201,435 | 251,238 | ||||||
Total current liabilities |
2,040,563 | 1,566,168 | ||||||
Long-term debt |
894,678 | 894,548 | ||||||
Credit facility |
| 650,000 | ||||||
Deferred income taxes, net |
199,041 | 189,541 | ||||||
Other long-term liabilities |
213,928 | 213,028 | ||||||
Commitments and contingencies |
||||||||
Stockholders equity: |
||||||||
Preferred stock $.001 par value |
| | ||||||
Authorized shares: 100,000 |
||||||||
Series A shares issued and outstanding: 1 and 1 |
||||||||
Common stock $.001 par value |
341 | 340 | ||||||
Authorized shares: 1,600,000 |
||||||||
Shares issued: 341,276 and 339,525 |
||||||||
Shares outstanding: 262,548 and 261,374 |
||||||||
Class B common stock $.001 par value |
26 | 26 | ||||||
Authorized shares: 400,000 |
||||||||
Shares issued and outstanding: 25,600 and 25,600 |
||||||||
Additional paid-in capital |
5,989,002 | 5,979,484 | ||||||
Treasury stock Common stock, at cost |
(1,735,400 | ) | (1,731,235 | ) | ||||
Shares: 78,729 and 78,151 |
||||||||
Retained earnings (deficit) |
(1,876,175 | ) | (1,915,559 | ) | ||||
Accumulated other comprehensive loss |
(41,733 | ) | (16,002 | ) | ||||
Total Expedia, Inc. stockholders equity |
2,336,061 | 2,317,054 | ||||||
Noncontrolling interest |
64,500 | 63,910 | ||||||
Total stockholders equity |
2,400,561 | 2,380,964 | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
$ | 5,748,771 | $ | 5,894,249 | ||||
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| Three months ended March 31, | ||||||||
| 2009 | 2008 | |||||||
Operating activities: |
||||||||
Net income |
$ | 39,754 | $ | 49,768 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation of property and equipment, including internal-use software
and website development |
24,636 | 17,068 | ||||||
Amortization of intangible assets and stock-based compensation |
27,641 | 35,857 | ||||||
Deferred income taxes |
365 | 7,908 | ||||||
Gain on derivative instruments assumed at Spin-Off |
| (4,980 | ) | |||||
Equity in loss of unconsolidated affiliates |
328 | 823 | ||||||
Foreign exchange (gain) loss on cash and cash equivalents, net |
4,620 | (234 | ) | |||||
Realized loss on foreign currency forwards |
5,187 | | ||||||
Other |
1,227 | 615 | ||||||
Changes in operating assets and liabilities, net of effects from acquisitions: |
||||||||
Accounts receivable |
(60,198 | ) | (93,285 | ) | ||||
Prepaid merchant bookings and prepaid expenses |
(29,963 | ) | (66,372 | ) | ||||
Accounts payable, merchant |
16,425 | 88,014 | ||||||
Accounts payable, other, accrued expenses and other current liabilities |
(15,788 | ) | 3,995 | |||||
Deferred merchant bookings |
486,014 | 518,219 | ||||||
Deferred revenue |
1,756 | 6,383 | ||||||
Net cash provided by operating activities |
502,004 | 563,779 | ||||||
Investing activities: |
||||||||
Capital expenditures, including internal-use software and website development |
(23,386 | ) | (33,188 | ) | ||||
Acquisitions, net of cash acquired |
(2,412 | ) | (82,455 | ) | ||||
Changes in long-term investments and deposits |
3,175 | (7,157 | ) | |||||
Distribution from Reserve Primary Fund |
5,418 | | ||||||
Net settlement of foreign currency forwards |
(5,187 | ) | | |||||
Maturities of short-term investments |
2,903 | | ||||||
Net cash used in investing activities |
(19,489 | ) | (122,800 | ) | ||||
Financing activities: |
||||||||
Credit facility repayments |
(650,000 | ) | (345,000 | ) | ||||
Changes in restricted cash and cash equivalents |
(8,652 | ) | (14,756 | ) | ||||
Proceeds from exercise of equity awards |
40 | 1,665 | ||||||
Excess tax benefit on equity awards |
12 | 1,333 | ||||||
Treasury stock activity |
(4,164 | ) | (9,488 | ) | ||||
Other, net |
(5,714 | ) | | |||||
Net cash used in financing activities |
(668,478 | ) | (366,246 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents |
(4,215 | ) | 5,749 | |||||
Net increase (decrease) in cash and cash equivalents |
(190,178 | ) | 80,482 | |||||
Cash and cash equivalents at beginning of period |
665,412 | 617,386 | ||||||
Cash and cash equivalents at end of period |
$ | 475,234 | $ | 697,868 | ||||
Supplemental cash flow information |
||||||||
Cash paid for interest |
$ | 38,679 | $ | 25,511 | ||||
Income tax payments, net |
36,840 | 7,604 | ||||||
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| | Expedia, Inc. companies make travel products and services available on both a merchant and agency basis. | ||
| | Merchant transactions, which primarily relate to hotel bookings, typically produce a higher level of net revenue per transaction and are generally recognized when the customer uses the travel product or service. | ||
| | Agency bookings relate primarily to airline ticketing, with revenue generally recognized at the time the reservation is booked. Agency bookings also include hotel bookings from Venere, a European hotel provider we acquired in September 2008, and whose revenue is recognized at the time the hotel stay occurs. | ||
| | Merchant bookings accounted for 43% of total gross bookings in the first quarter as compared to 44% in the prior year period. Our merchant mix declined primarily due to lower worldwide ADRs and the inclusion of agency hotel bookings from Venere. |
| | We have reclassified certain expenses to better reflect the reorganization of our development and information technology teams. Technology and content expense now includes the majority of information technology costs, which were previously included in general and administrative expense. Technology costs to operate our websites and certain call center application costs remain in cost of revenue. | ||
| | The following table summarizes expenses as previously reported and as reclassified, excluding stock-based compensation for all periods in 2008 (some numbers may not add due to rounding): |
| Q108 | Q208 | Q308 | Q408 | FY08 | ||||||||||||||||
As previously reported |
||||||||||||||||||||
Cost of revenue |
$ | 151.3 | $ | 168.3 | $ | 176.5 | $ | 136.4 | $ | 632.5 | ||||||||||
Selling and marketing |
283.4 | 296.7 | 296.3 | 214.7 | 1,091.1 | |||||||||||||||
Technology and content |
47.9 | 49.3 | 48.4 | 49.0 | 194.6 | |||||||||||||||
General and administrative |
79.5 | 76.7 | 81.4 | 83.6 | 321.1 | |||||||||||||||
Reclassifications |
||||||||||||||||||||
Cost of revenue |
$ | 0.4 | $ | 1.1 | $ | 0.7 | $ | 1.8 | $ | 4.0 | ||||||||||
Selling and marketing |
0.9 | 0.9 | 1.1 | 1.2 | 4.1 | |||||||||||||||
Technology and content |
19.3 | 18.8 | 20.5 | 19.5 | 78.1 | |||||||||||||||
General and administrative |
(20.5 | ) | (20.8 | ) | (22.4 | ) | (22.4 | ) | (86.1 | ) | ||||||||||
As reclassified |
||||||||||||||||||||
Cost of revenue |
$ | 151.7 | $ | 169.4 | $ | 177.2 | $ | 138.2 | $ | 636.5 | ||||||||||
Selling and marketing |
284.2 | 297.6 | 297.4 | 215.8 | 1,095.1 | |||||||||||||||
Technology and content |
67.1 | 68.1 | 68.9 | 68.5 | 272.7 | |||||||||||||||
General and administrative |
58.9 | 55.8 | 59.0 | 61.2 | 235.0 | |||||||||||||||
| | Cost of revenue primarily consists of: (1) costs of our call centers, including telesales expense; (2) credit card expenses including merchant fees, chargebacks and fraud; (3) fees paid to fulfillment vendors for processing airline tickets and related customer services; (4) data center and network costs to support our live sites and (5) costs paid to suppliers for certain destination inventory. | ||
| | Excluding stock-based compensation, cost of revenue was 22.5% of revenue for the first quarter of 2009 compared to 22.1% in the prior year period, increasing 41 basis points as a percentage of revenue, primarily due to increases in certain cost categories such as datacenter costs and customer incentives, partially offset by efficiencies in call center costs and merchant credit card fees. | ||
| | Given potentially lower volumes and anticipated efficiencies in customer service, telesales, merchant fees and fulfillment, we expect cost of revenue to decrease in absolute dollars in 2009. |
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| | Operating expenses in millions and as a percentage of revenue for the first quarter of 2009 and 2008 were as follows (some numbers may not add due to rounding): |
| Operating Expenses | As a % of Revenue | |||||||||||||||||||||||
| Three months ended March 31, | Three months ended March 31, | |||||||||||||||||||||||
| 2009 | 2008 | Growth | 2009 | 2008 | D in bps | |||||||||||||||||||
Selling and marketing |
$ | 231.9 | $ | 284.2 | -18 | % | 36.5 | % | 41.3 | % | (485 | ) | ||||||||||||
Technology and content |
72.5 | 67.1 | 8 | % | 11.4 | % | 9.8 | % | 164 | |||||||||||||||
General and administrative |
59.2 | 58.9 | 1 | % | 9.3 | % | 8.6 | % | 75 | |||||||||||||||
Total operating expenses |
$ | 363.6 | $ | 410.3 | -11 | % | 57.2 | % | 59.6 | % | (245 | ) | ||||||||||||
| Selling and Marketing (non-GAAP) |
| o | Selling and marketing expense primarily relates to direct advertising expense, including television, radio and print spending, as well as traffic generation costs from search engines, internet portals and our private label and affiliate programs. | ||
| o | Approximately 27% and 23% of selling and marketing expense in the first quarter of 2009 and 2008 relate to indirect costs including personnel in PSG, TripAdvisor, Egencia and Expedia Local Expert (ELE). | ||
| o | The 18% decrease in selling and marketing expense in the first quarter was primarily due to lower offline and online advertising and lower private label and affiliate expenses associated with the lower overall travel demand environment, and was driven by decreases in our leisure segment including Expedia branded points of sale in Europe and the U.S. as well as hotels.com in the U.S. |
| Technology and Content (non-GAAP) |
| o | Technology and content expense includes product development and content expense, as well as information technology costs to support our infrastructure, back-office applications and overall monitoring and security of our networks, principally related to payroll and related expenses, hardware and software expenditures, licensing and maintenance expenses and software development cost amortization. | ||
| o | The 8% increase in technology and content expense in the first quarter 2009 was due primarily to increased depreciation of technology assets. |
| General and Administrative (non-GAAP) |
| o | General and administrative expense consists primarily of personnel-related costs for support functions that include our executive leadership, finance, legal, tax and human resources functions, and fees for professional services that typically relate to legal, tax and accounting engagements. | ||
| o | General and administrative expenses were relatively flat in the first quarter of 2009 compared to the comparable period of the prior year. |
| | Stock-based compensation expense relates primarily to expense for stock options and restricted stock units (RSUs). In the first quarter of 2009, we used stock options as our primary form of employee stock-based compensation. | ||
| | Stock-based compensation expense was $19 million in the first quarter of 2009, consisting of $15 million in expense related to RSUs and $4 million in stock option expense, and increased less than $1 million compared to the prior year period. | ||
| | Assuming, among other things, no meaningful modification of existing awards, incremental grants or adjustments to forfeiture estimates, we expect annual stock-based compensation expense will be less than $70 million in 2009. |
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| | During the first quarter of 2009, in conjunction with the reorganization of our business around our global brands, we recognized a $9 million restructuring charge primarily consisting of employee severance and benefits. |
| | Interest income decreased $5 million in the first quarter of 2009 compared to the prior year period, primarily due to lower average interest rates. | ||
| | Interest expense increased $6 million in the first quarter of 2009 compared to the prior year period, primarily resulting from additional interest on the $400 million senior unsecured notes issued in June 2008 (see Borrowings below). |
| | Other, net primarily relates to foreign exchange gains and losses, our portion of gains/losses in equity investments and, through the second quarter of 2008, gains and losses related to our Ask Notes (see below). | ||
| | Other, net loss was $7 million in the first quarter of 2009 primarily comprised of foreign exchange losses. In the first quarter of 2008, other, net loss was $4 million primarily comprised of $8 million of foreign exchange losses, partially offset by a $5 million gain related to the Ask Notes. | ||
| | Foreign exchange gains and losses include those related to eLongs U.S. dollar cash and short term investment positions, and the related depreciation or appreciation in Chinese Renminbi (RMB). As there was minimal movement in the RMB there was a modest gain in the first quarter of 2009, compared to a loss of $5 million in the comparable period of the prior year. These gains and losses are excluded from calculations of adjusted net income and adjusted EPS. | ||
| | During the third quarter of 2008 we began using foreign currency forward contracts for the purpose of economically hedging foreign-denominated liabilities. These contracts are typically short-term in duration and are recorded at fair value, with any changes in fair value recorded as gains or losses in Other, net on the consolidated statements of income. | ||
| | Total gains on these contracts during the first quarter of 2009 were $2 million, which were largely offset by corresponding losses on our foreign-denominated liabilities, resulting in a minimal net impact to other, net. | ||
| | In the fourth quarter of 2008 we expanded our use of forwards to hedge a portion of our foreign-denominated revenues, which had a minimal net impact in the first quarter of 2009. | ||
| | At March 31, 2009 we were party to forward contracts hedging liability and revenue exposures with a total notional value of $334 million and a mark-to-market gain of $5 million. The mark-to-market gain is recorded as an asset in prepaid expenses and other current assets. |
| | The effective tax rate on GAAP pre-tax income was 40.7% for the first quarter compared with 36.8% in the prior year period. The increase in effective rate was primarily due to a non-taxable gain on derivatives in the first quarter of 2008 that did not recur in 2009, and higher accruals related to uncertain tax positions. | ||
| | The effective tax rate on pre-tax adjusted net income (ANI) was 39.0% for the first quarter compared with 38.0% in the prior year period. The effective ANI rate increased for the first quarter primarily due to higher accruals related to uncertain tax positions. | ||
| | Effective GAAP and ANI rates were higher than the 35% federal tax rate primarily due to state taxes and accruals related to uncertain tax positions. | ||
| | Cash paid for income taxes in the first quarter of 2009 was $37 million, an increase of $29 million from the prior year primarily due to the timing of estimated payments. |
| | As Expedias reporting currency is the U.S. Dollar (USD), reported financial results are affected by the strength or weakness of the USD in comparison to currencies of international markets in which we operate. Management believes investors may find it useful to assess growth rates with and without the impact of foreign exchange. | ||
| | The estimated impact on growth rates from foreign exchange in the first quarter was as follows (some numbers may not add due to rounding): |
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| Worldwide | International | |||||||||||||||||||||||
| 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 | |||||||||||||||||||
| rates | movements | movements | rates | movements | movements | |||||||||||||||||||
Three months ended
March 31, 2009 |
||||||||||||||||||||||||
Gross Bookings |
-11.5 | % | -7.1 | % | -4.3 | % | -12.6 | % | -0.7 | % | -11.9 | % | ||||||||||||
Revenue |
-7.6 | % | -2.7 | % | -4.9 | % | -13.5 | % | -0.3 | % | -13.2 | % | ||||||||||||
OIBA |
3.1 | % | 15.2 | % | -12.1 | % | NA | NA | NA | |||||||||||||||
| | During the first quarter foreign currency exchange rate fluctuations negatively impacted our growth rates due to depreciation in the Pound, Euro and Canadian Dollar, the three currencies most impacting our financial results. | ||
| | The net negative impact of foreign exchange on revenue was $33 million and was primarily due to $28 million from year-over-year changes in foreign exchange rates at the time of booking, and $6 million related to the changes in exchange rates between the time of hotel bookings and the associated stays. Our revenue hedging program, designed to hedge this book to stay impact, resulted in a realized gain of $0.5 million in the first quarter of 2009 and is included in our calculation of OIBA. | ||
| | We expect that our second quarter 2009 growth rates will be negatively impacted by the significant year over year depreciation in the Pound, Euro and Canadian Dollar. Should these currencies remain at current levels we would also expect a negative impact on full-year 2009 growth rates. | ||
| | The negative impact of foreign exchange on our cash balances was $4 million in the first quarter of 2009, and is included in effect of exchange rate changes on cash and cash equivalents on our statements of cash flows. This amount decreased $10 million from the prior year gain of $6 million due to depreciating foreign currencies in the first quarter of 2009 compared with appreciating foreign currencies in the prior year period. |
| | The impact of acquisitions, primarily related to Venere, CarRentals.com and certain media content businesses, on the growth of gross bookings, revenue and OIBA in the first quarter of 2009 is as follows (some numbers may not add due to rounding): |
| Three Months Ended March 31, 2009 | ||||||||||||
| Impact on | ||||||||||||
| Y/Y growth | Y/Y growth | |||||||||||
| Y/Y growth | rates excluding | rates from | ||||||||||
| rates | acquisitions | acquisitions | ||||||||||
Gross Bookings |
-11.5 | % | -13.8 | % | 2.4 | % | ||||||
Revenue |
-7.6 | % | -9.6 | % | 2.1 | % | ||||||
OIBA |
3.1 | % | 5.5 | % | -2.4 | % | ||||||
| | Cash, cash equivalents, restricted cash and short-term investments totaled $577 million at March 31, 2009. This amount includes $51 million of cash and $90 million of short-term investments at eLong, whose results are consolidated in our financial statements due to our controlling voting and economic ownership position. | ||
| | The $184 million decrease in cash, cash equivalents, restricted cash and short-term investments for the first quarter of 2009, principally relates to net payments on the credit facility of $650 million, $39 million in interest payments, cash tax payments of $37 million, capital expenditures of $23 million and a current period foreign exchange impact on cash of $19 million, partially offset by OIBA excluding depreciation of $154 million and net changes in operating assets and liabilities (other than taxes, interest and restructuring charges) of $430 million. |
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| | Accounts receivable include receivables from credit card agencies, corporate clients and advertisers as well as receivables related to agency transactions including those due from airlines and global distribution systems. | ||
| | Accounts receivable increased $56 million from December 31, 2008 primarily due to a seasonal increase in our merchant business operations as well as growth from the TripAdvisor Media Network. |
| | 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. Prepaid merchant bookings increased $23 million from December 31, 2008, due primarily to a seasonal increase in our merchant air business. | ||
| | Prepaid expenses and other current assets are primarily composed of prepaid marketing, merchant fees, license and maintenance agreements and insurance. Prepaid expenses and other current assets decreased $4 million from December 31, 2008, primarily due to a $5 million cash distribution from the Reserve Primary Fund and the reclassification of the remaining $6 million in the Reserve Primary Fund to Long-term investments and other assets, partially offset by a $5 million asset related to unrealized gains on open forward contracts. |
| | Property and equipment, net decreased $8 million due primarily to the impact of depreciation expense, partially offset by property and equipment additions during the quarter. |
| | Long-term investments and other assets primarily include transportation equipment, equity investments, capitalized debt issuance costs and balances due from the Reserve Primary Fund. | ||
| | The increase of $4 million in long-term investments and other assets was due primarily to reclassification of $6 million of the Reserve Primary Fund from prepaid expenses and other assets as the timing of distribution of those fund assets cannot be determined at this time. |
| | Goodwill and intangible assets, net primarily relates to the acquisitions of hotels.com, Expedia.com and Hotwire. | ||
| | $688 million of intangible assets, net relates to intangible assets with indefinite lives, which are not amortized, principally related to acquired trade names and trademarks. This amount did not change meaningfully from December 31, 2008. | ||
| | $130 million of intangible assets, net relates to intangible assets with definite lives, which are generally amortized over a period of two to twelve years. The majority of this amortization is not deductible for tax purposes. | ||
| | Amortization expense for definite lived intangibles was $9 million for the first quarter of 2009 compared to $18 million for the prior year period. The decrease was primarily due to the completed amortization of earlier period technology and supplier intangible assets. Assuming no impairments or additional acquisitions, we expect amortization expense of $26 million for the remainder of 2009 and $28 million in 2010. |
| | Deferred merchant bookings consist of amounts received from travelers who have not yet traveled and the balances generally mirror the seasonality pattern of our gross bookings. 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 balance sheet. Therefore, especially for merchant hotel, there is a significant period of time from the receipt of cash from our travelers to supplier payment. | ||
| | The change in deferred merchant bookings and accounts payable, merchant was a net source of cash of $502 million compared with a net source of cash of $606 million in 2008 due primarily to a decrease in our merchant gross bookings in the first quarter of 2009 compared to the first quarter of the prior year. |
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| | Accounts payable, other primarily consists of payables related to the day-to-day operations of our business, and increased $21 million primarily due to a seasonal increase in marketing and professional fees payable. |
| | Accrued expenses 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 related to the potential settlement of occupancy tax issues, income taxes payable and accrued interest on our various debt instruments. | ||
| | Accrued expenses and other current liabilities decreased $50 million primarily due to payment of annual incentive compensation for prior year performance, which is typically paid in the first quarter of each year, as well as payment of accrued interest and taxes. |
| | 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 (Ask Notes). These shares were included in diluted shares from the date of our spin-off from IAC. | ||
| | During the second quarter of 2008 the remaining Ask Notes were converted. | ||
| | In the first quarter of 2008 we recorded a net gain of $5 million related to the Ask Notes which was included in other, net and excluded from both OIBA and adjusted net income for the that period. |
| | Expedia, Inc. maintains a $1 billion unsecured revolving credit facility, which expires in August 2010. During the first quarter of 2009 we paid off the outstanding balance and as of March 31, 2009 we had no borrowings outstanding under the facility. | ||
| | Related to our goodwill and intangibles impairment in the fourth quarter of 2008, we amended our credit facility to replace our tangible net worth covenant with a minimum interest coverage covenant. As part of this amendment several financial covenant levels were tightened, and pricing on our borrowings increased by 200 basis points. | ||
| | At our discretion we can choose a base rate on borrowings equal to (1) the greater of the Prime rate or the Federal Funds Rate plus 50 basis points or LIBOR plus 100 basis points or (2) various durations of LIBOR. | ||
| | Borrowings under the facility would bear interest reflecting our financial leverage, which based on our March 31, 2009 financials would equate to the base rate chosen above plus 262.5 basis points. | ||
| | Outstanding letters of credit under the facility as of March 31, 2009 were $51 million, which amount is applied against our $1 billion borrowing capacity under the facility. | ||
| | Long-term debt relates to $500 million in registered 7.456% Senior Notes (the 7.456% Notes) due 2018, and $400 million in 8.5% Notes due 2016 (the 8.5% Notes). The 7.456% Notes are repayable in whole or in part on August 15, 2013 at the option of the note holders. The 8.5% Notes are non-callable until 2012. Both Note issues can be retired at any time at our option subject to make-whole premium of 37.5 basis points in the case of the 7.456% Notes and 50 basis points in the case of the 8.5% Notes. | ||
| | As of March 31, 2009 we were in compliance with the financial covenants under our debt facilities. | ||
| | Annual interest expense related to our 7.456% Notes is $37 million, paid semi-annually on February 15 and August 15 of each year. Annual interest expense related to our 8.5% Notes is $34 million, paid semi-annually on January 1 and July 1, beginning with January 1, 2009. Accrued interest related to these notes was $13 million at March 31, 2009 and is classified as accrued expenses and other current liabilities on our balance sheet. |
| | Other long-term liabilities consist primarily of uncertain tax positions recorded under FIN 48, and did not change meaningfully from December 31, 2008. |
| | Noncontrolling interest relates to the minority ownership position in eLong, an entity in which we own a 61% interest (55% fully-diluted) and results for which are consolidated for all periods presented. |
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| | At March 31, 2009 we have agreements with certain vendors under which we have future minimum obligations of $23 million in 2009, $11 million in 2010 and $1 million in 2011. These minimum obligations are primarily for software and telecom services. These obligations 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 conjunction with our investment in a travel company, we have entered into a commitment to provide a $10 million revolving operating line of credit and a credit facility for up to $20 million. Approximately $3 million was drawn on the line of credit and no amounts were drawn on the credit facility as of March 31, 2009. | ||
| | Our estimated future minimum rental payments under operating leases with non-cancelable lease terms that expire after March 31, 2009 are $30 million for the remainder of 2009, $38 million for 2010, $36 million for 2011, $34 million for 2012, $28 million for 2013 and $90 million for 2014 and thereafter. |
| | 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. |
| | There are approximately 26 million shares of Expedia Class B common stock outstanding, owned by a subsidiary of Liberty Media Corporation (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 from Liberty, Mr. Diller had a controlling 60% voting interest in Expedia, Inc. as of April 16, 2009. |
| | As of March 31, 2009 there were 32.5 million privately held warrants outstanding, which, if exercised in full, would entitle holders to acquire 16.3 million common shares of Expedia, Inc. for an aggregate purchase price of approximately $414 million (representing an average of approximately $25 per Expedia, Inc. common share). 32.2 million of these warrants expire in May 2012. | ||
| | During the first quarter of 2009 26.0 million publicly traded warrants expired unexercised. |
| | At March 31, 2009 we had 27.2 million stock-based awards outstanding, consisting of stock options to purchase 19.6 million common shares with a $15.41 weighted average exercise price and weighted average remaining life of 5.8 years, and 7.6 million RSUs. | ||
| | In the first quarter of 2009, we used stock options as our primary form of annual employee stock-based compensation, and granted 9.9 million option awards. In addition, we awarded 0.9 million RSUs in the first quarter. |
| | Weighted average basic, fully diluted and adjusted diluted share counts for the quarters ended March 31, 2009 and 2008 are as follows (in 000s): |
| Three Months Ended March 31, | ||||||||
| 2009 | 2008 | |||||||
Basic shares |
287,344 | 285,117 | ||||||
Options |
112 | 1,471 | ||||||
Warrants |
| 5,624 | ||||||
Derivative liabilities |
| 463 | ||||||
RSUs |
418 | 1,356 | ||||||
Fully diluted shares |
287,875 | 294,031 | ||||||
Additional RSUs, Adjusted Income method |
7,807 | 7,200 | ||||||
Adjusted diluted shares |
295,682 | 301,231 | ||||||
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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. For example, effective this quarter we have changed our segment reporting for Gross Bookings, Revenue and OIBA in conjunction with our global brand reorganization. | |
| | These metrics do not include adjustments for one-time items, acquisitions, foreign exchange or other adjustments. | |
| | Some numbers may not add due to rounding. |
| 2007 | 2008 | 2009 | Y/Y | ||||||||||||||||||||||||||||||||||||||||||
| Q1 | Q2 | Q3 | Q4 | Q1 | Q2 | Q3 | Q4 | Q1 | Growth | ||||||||||||||||||||||||||||||||||||
Number of Transactions |
10.9 | 11.8 | 11.9 | 10.5 | 12.6 | 13.0 | 12.6 | 10.7 | 13.5 | 7 | % | ||||||||||||||||||||||||||||||||||
Gross Bookings by Segment * |
|||||||||||||||||||||||||||||||||||||||||||||
Leisure |
$ | 4,603 | $ | 4,788 | $ | 4,735 | $ | 4,198 | $ | 5,510 | $ | 5,503 | $ | 5,031 | $ | 3,705 | $ | 4,904 | -11 | % | |||||||||||||||||||||||||
Egencia |
321 | 339 | 323 | 324 | 393 | 431 | 382 | 315 | 321 | -18 | % | ||||||||||||||||||||||||||||||||||
Total |
$ | 4,924 | $ | 5,128 | $ | 5,058 | $ | 4,522 | $ | 5,902 | $ | 5,933 | $ | 5,413 | $ | 4,020 | $ | 5,225 | -11 | % | |||||||||||||||||||||||||
Gross Bookings by Geography |
|||||||||||||||||||||||||||||||||||||||||||||
Domestic |
$ | 3,534 | $ | 3,711 | $ | 3,473 | $ | 3,050 | $ | 4,000 | $ | 4,058 | $ | 3,497 | $ | 2,673 | $ | 3,562 | -11 | % | |||||||||||||||||||||||||
International |
1,390 | 1,417 | 1,585 | 1,472 | 1,903 | 1,875 | 1,916 | 1,347 | 1,663 | -13 | % | ||||||||||||||||||||||||||||||||||
Total |
$ | 4,924 | $ | 5,128 | $ | 5,058 | $ | 4,522 | $ | 5,902 | $ | 5,933 | $ | 5,413 | $ | 4,020 | $ | 5,225 | -11 | % | |||||||||||||||||||||||||
Gross Bookings by Agency/Merchant |
|||||||||||||||||||||||||||||||||||||||||||||
Agency |
$ | 2,850 | $ | 2,959 | $ | 2,808 | $ | 2,659 | $ | 3,301 | $ | 3,357 | $ | 3,058 | $ | 2,455 | $ | 2,963 | -10 | % | |||||||||||||||||||||||||
Merchant |
2,075 | 2,169 | 2,249 | 1,862 | 2,602 | 2,576 | 2,355 | 1,565 | 2,263 | -13 | % | ||||||||||||||||||||||||||||||||||
Total |
$ | 4,924 | $ | 5,128 | $ | 5,058 | $ | 4,522 | $ | 5,902 | $ | 5,933 | $ | 5,413 | $ | 4,020 | $ | 5,225 | -11 | % | |||||||||||||||||||||||||
Revenue by Segment * |
|||||||||||||||||||||||||||||||||||||||||||||
Leisure |
$ | 504 | $ | 636 | $ | 701 | $ | 608 | $ | 613 | $ | 712 | $ | 749 | $ | 554 | $ | 559 | -9 | % | |||||||||||||||||||||||||
TripAdvisor ** |
43 | 51 | 58 | 50 | 72 | 79 | 85 | 62 | 86 | 19 | % | ||||||||||||||||||||||||||||||||||
Egencia |
21 | 23 | 22 | 25 | 28 | 30 | 27 | 25 | 25 | -9 | % | ||||||||||||||||||||||||||||||||||
Corporate |
(18 | ) | (20 | ) | (22 | ) | (17 | ) | (25 | ) | (26 | ) | (27 | ) | (20 | ) | (34 | ) | 39 | % | |||||||||||||||||||||||||
Total |
$ | 551 | $ | 690 | $ | 760 | $ | 665 | $ | 688 | $ | 795 | $ | 833 | $ | 621 | $ | 636 | -8 | % | |||||||||||||||||||||||||
Revenue by Geography |
|||||||||||||||||||||||||||||||||||||||||||||
Domestic |
$ | 391 | $ | 486 | $ | 507 | $ | 427 | $ | 468 | $ | 527 | $ | 533 | $ | 408 | $ | 446 | -5 | % | |||||||||||||||||||||||||
International |
160 | 204 | 252 | 238 | 220 | 268 | 300 | 213 | 190 | -14 | % | ||||||||||||||||||||||||||||||||||
Total |
$ | 551 | $ | 690 | $ | 760 | $ | 665 | $ | 688 | $ | 795 | $ | 833 | $ | 621 | $ | 636 | -8 | % | |||||||||||||||||||||||||
Packages Revenue |
$ | 111 | $ | 132 | $ | 140 | $ | 128 | $ | 125 | $ | 137 | $ | 133 | $ | 95 | $ | 103 | -18 | % | |||||||||||||||||||||||||
Advertising and Media Revenue (Net) |
$ | 37 | $ | 44 | $ | 51 | $ | 51 | $ | 64 | $ | 74 | $ | 79 | $ | 65 | $ | 73 | 15 | % | |||||||||||||||||||||||||
OIBA by Segment * |
|||||||||||||||||||||||||||||||||||||||||||||
Leisure |
NA | NA | NA | NA | $ | 164 | $ | 233 | $ | 261 | $ | 190 | $ | 152 | -8 | % | |||||||||||||||||||||||||||||
TripAdvisor ** |
NA | NA | NA | NA | 35 | 45 | 44 | 26 | 48 | 36 | % | ||||||||||||||||||||||||||||||||||
Egencia |
NA | NA | NA | NA | 2 | 2 | (0 | ) | 1 | (1 | ) | -158 | % | ||||||||||||||||||||||||||||||||
Corporate |
NA | NA | NA | NA | (76 | ) | (75 | ) | (74 | ) | (80 | ) | (69 | ) | -9 | % | |||||||||||||||||||||||||||||
Total |
NA | NA | NA | NA | $ | 126 | $ | 204 | $ | 231 | $ | 137 | $ | 130 | 3 | % | |||||||||||||||||||||||||||||
Worldwide Hotel (Merchant & Agency) |
|||||||||||||||||||||||||||||||||||||||||||||
Room Nights |
9.9 | 13.0 | 15.0 | 12.1 | 11.9 | 14.4 | 17.0 | 13.3 | 13.5 | 13 | % | ||||||||||||||||||||||||||||||||||
Room Night Growth |
0 | % | 8 | % | 14 | % | 17 | % | 21 | % | 11 | % | 14 | % | 10 | % | 13 | % | 13 | % | |||||||||||||||||||||||||
ADR Growth |
11 | % | 6 | % | 7 | % | 7 | % | 4 | % | 2 | % | -2 | % | -10 | % | -18 | % | -18 | % | |||||||||||||||||||||||||
Revenue per Night Growth |
16 | % | 6 | % | 6 | % | 6 | % | 1 | % | -1 | % | -5 | % | -19 | % | -20 | % | -20 | % | |||||||||||||||||||||||||
Revenue Growth |
16 | % | 14 | % | 21 | % | 23 | % | 21 | % | 10 | % | 8 | % | -12 | % | -10 | % | -10 | % | |||||||||||||||||||||||||
Worldwide Air (Merchant & Agency) |
|||||||||||||||||||||||||||||||||||||||||||||
Tickets Sold Growth |
5 | % | 14 | % | 15 | % | 15 | % | 11 | % | 4 | % | -5 | % | -12 | % | -4 | % | -4 | % | |||||||||||||||||||||||||
Airfare Growth |
1 | % | -3 | % | 2 | % | 9 | % | 8 | % | 12 | % | 11 | % | -2 | % | -13 | % | -13 | % | |||||||||||||||||||||||||
Revenue per Ticket Growth |
-20 | % | -18 | % | -5 | % | -2 | % | 6 | % | 9 | % | -2 | % | -4 | % | -14 | % | -14 | % | |||||||||||||||||||||||||
Revenue Growth |
-16 | % | -7 | % | 9 | % | 13 | % | 18 | % | 14 | % | -7 | % | -16 | % | -17 | % | -17 | % | |||||||||||||||||||||||||
| * | Beginning in Q109 the Company began reporting new segments as a part of its global reorganization. | |
| ** | TripAdvisor Revenue and OIBA include intercompany amounts, which are eliminated in consolidation. |
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| Three months ended | ||||||||
| March 31, | ||||||||
| 2009 | 2008 | |||||||
| (in thousands) | ||||||||
OIBA |
$ | 129,787 | $ | 125,855 | ||||
Amortization of intangible assets |
(9,069 | ) | (18,051 | ) | ||||
Stock-based compensation |
(18,572 | ) | (17,806 | ) | ||||
Restructuring charges |
(8,718 | ) | | |||||
Realized gain on revenue hedges |
(481 | ) | | |||||
Operating income |
92,947 | 89,998 | ||||||
Interest expense, net |
(18,974 | ) | (7,585 | ) | ||||
Other, net |
(6,947 | ) | (3,673 | ) | ||||
Provision for income taxes |
(27,272 | ) | (28,972 | ) | ||||
Net (income) loss attributable to noncontrolling interests |
(370 | ) | 1,538 | |||||
Net income attributable to Expedia, Inc. |
$ | 39,384 | $ | 51,306 | ||||
| Three months ended | ||||||||
| March 31, | ||||||||
| 2009 | 2008 | |||||||
| (in thousands, except per share data) | ||||||||
Net income attributable to Expedia, Inc. |
$ | 39,384 | $ | 51,306 | ||||
Amortization of intangible assets |
9,069 | 18,051 | ||||||
Stock-based compensation |
18,572 | 17,806 | ||||||
Restructuring charges |
8,718 | | ||||||
Foreign currency (gain) loss on U.S. dollar cash balances held by eLong |
(6 | ) | 5,275 | |||||
Gain on derivative instruments assumed at Spin-Off |
| (4,980 | ) | |||||
Amortization of intangible assets as part of equity method investments |
458 | 650 | ||||||
Noncontrolling interests |
(171 | ) | (2,201 | ) | ||||
Provision for income taxes |
(13,181 | ) | (14,908 | ) | ||||
Adjusted net income |
$ | 62,843 | $ | 70,999 | ||||
GAAP diluted weighted average shares outstanding |
287,875 | 294,031 | ||||||
Additional restricted stock units |
7,807 | 7,200 | ||||||
Adjusted weighted average shares outstanding |
295,682 | 301,231 | ||||||
Diluted earnings per share |
$ | 0.14 | $ | 0.17 | ||||
Adjusted earnings per share |
0.21 | 0.24 | ||||||
| Three months ended | ||||||||
| March 31, | ||||||||
| 2009 | 2008 | |||||||
| (in thousands) | ||||||||
Net cash provided by operating activities |
$ | 502,004 | $ | 563,779 | ||||
Less: capital expenditures |
(23,386 | ) | (33,188 | ) | ||||
Free cash flow |
$ | 478,618 | $ | 530,591 | ||||
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| Three months ended | ||||||||
| March 31, | ||||||||
| 2009 | 2008 | |||||||
| (in thousands) | ||||||||
Cost of revenue |
$ | 143,513 | $ | 152,260 | ||||
Less: stock-based compensation |
(711 | ) | (580 | ) | ||||
Cost of revenue excluding stock-based compensation |
$ | 142,802 | $ | 151,680 | ||||
Selling and marketing expense |
$ | 235,884 | $ | 287,995 | ||||
Less: stock-based compensation |
(3,991 | ) | (3,752 | ) | ||||
Selling and marketing expense excluding stock-based compensation |
$ | 231,893 | $ | 284,243 | ||||
Technology and content expense |
$ | 77,672 | $ | 71,946 | ||||
Less: stock-based compensation |
(5,176 | ) | (4,822 | ) | ||||
Technology and content expense excluding stock-based compensation |
$ | 72,496 | $ | 67,124 | ||||
General and administrative expense |
$ | 67,909 | $ | 67,567 | ||||
Less: stock-based compensation |
(8,694 | ) | (8,652 | ) | ||||
General and administrative expense excluding stock-based compensation |
$ | 59,215 | $ | 58,915 | ||||
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Investor Relations
|
Communications | |||
(425) 679-3555
|
(425) 679-4317 | |||
ir@expedia.com
|
press@expedia.com |
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