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Document and Entity Information
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3 Months Ended | ||
|---|---|---|---|
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Mar. 31, 2014
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Apr. 30, 2014
Common Stock
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Apr. 30, 2014
Class B Common Stock
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| Document Information [Line Items] | |||
| Document Type | 10-Q | ||
| Amendment Flag | false | ||
| Document Period End Date | Mar. 31, 2014 | ||
| Document Fiscal Year Focus | 2014 | ||
| Document Fiscal Period Focus | Q1 | ||
| Entity Registrant Name | TripAdvisor, Inc. | ||
| Entity Central Index Key | 0001526520 | ||
| Current Fiscal Year End Date | --12-31 | ||
| Entity Filer Category | Large Accelerated Filer | ||
| Entity Common Stock, Shares Outstanding | 0 | 12,799,999 | |
| X | ||||||||||
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- Definition
If the value is true, then the document is an amendment to previously-filed/accepted document. No definition available.
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- Definition
End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY. No definition available.
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- Definition
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Details
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- Definition
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD. No definition available.
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| X | ||||||||||
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- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other". No definition available.
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| X | ||||||||||
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- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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| X | ||||||||||
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- Definition
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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| X | ||||||||||
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Represents the expense recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate cost of services rendered during the reporting period, excluding depreciation, depletion and amortization. No definition available.
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| X | ||||||||||
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- Definition
Total costs of sales and operating expenses for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of operating profit and nonoperating income or expense before Income or Loss from equity method investments, income taxes, extraordinary items, and noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of expenses incurred in the period for information technology and data processing products and services. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of the cost of borrowed funds accounted for as interest expense. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The net result for the period of deducting operating expenses from operating revenues. No definition available.
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| X | ||||||||||
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- Definition
The net amount of other income and expense amounts, the components of which are not separately disclosed on the income statement, resulting from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business) also known as other nonoperating income (expense) recognized for the period. Such amounts may include: (a) dividends, (b) interest on securities, (c) net gains or losses on securities, (d) unusual costs, (e) gains or losses on foreign exchange transactions, and (f) miscellaneous other income and expense items. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate total amount of expenses directly related to the marketing or selling of products or services. No definition available.
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| X | ||||||||||
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- Definition
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Consolidated Statements of Comprehensive Income (USD $)
In Millions, unless otherwise specified |
3 Months Ended | |||||
|---|---|---|---|---|---|---|
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Mar. 31, 2014
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Mar. 31, 2013
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|||||
| Net income | $ 68 | $ 62 | ||||
| Other comprehensive income (loss), net of tax : | ||||||
| Foreign currency translation adjustments | 1 | [1] | (3) | [1] | ||
| Total other comprehensive income (loss), net of tax | 1 | [1] | (3) | [1] | ||
| Comprehensive income | $ 69 | $ 59 | ||||
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| X | ||||||||||
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- Definition
Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after tax and reclassification adjustments of other comprehensive income (loss). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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|
Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2014
|
Dec. 31, 2013
|
|---|---|---|
| Current assets: | ||
| Cash and cash equivalents | $ 319 | $ 351 |
| Short-term marketable securities (note 4) | 142 | 131 |
| Accounts receivable, net of allowance for doubtful accounts of $3,300 and $3,300 at March 31, 2014 and December 31, 2013, respectively | 151 | 113 |
| Income taxes receivable | 12 | 14 |
| Deferred income taxes, net | 5 | 5 |
| Prepaid expenses and other current assets | 16 | 16 |
| Total current assets | 645 | 630 |
| Long-term assets: | ||
| Long-term marketable securities (note 4) | 284 | 188 |
| Property and equipment, net (note 5) | 114 | 82 |
| Deferred income taxes, net | 1 | 1 |
| Other long-term assets | 19 | 18 |
| Intangible assets, net | 50 | 52 |
| Goodwill | 502 | 502 |
| TOTAL ASSETS | 1,615 | 1,473 |
| Current liabilities: | ||
| Accounts payable | 11 | 10 |
| Deferred merchant payables | 63 | 30 |
| Deferred revenue | 58 | 44 |
| Credit facility borrowings (note 6) | 31 | 28 |
| Borrowings, current (note 6) | 40 | 40 |
| Taxes payable | 9 | 5 |
| Accrued expenses and other current liabilities | 81 | 86 |
| Total current liabilities | 293 | 243 |
| Deferred income taxes, net | 15 | 13 |
| Other long-term liabilities (note 5) | 73 | 52 |
| Borrowings, net of current portion (note 6) | 290 | 300 |
| Total Liabilities | 671 | 608 |
| Commitments and contingencies (note 8) | ||
| Stockholders’ equity: (note 9) | ||
| Preferred stock, $0.001 par value Authorized shares: 100,000,000 Shares issued and outstanding: 0 and 0 | ||
| Common stock | ||
| Additional paid-in capital | 618 | 608 |
| Retained earnings | 470 | 402 |
| Accumulated other comprehensive income | 1 | |
| Treasury stock-common stock, at cost, 2,120,709 and 2,120,709 shares, March 31, 2014 and December 31, 2013, respectively | (145) | (145) |
| Total Stockholders’ Equity | 944 | 865 |
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,615 | 1,473 |
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Class B Common Stock
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||
| Stockholders’ equity: (note 9) | ||
| Common stock | ||
| Total Stockholders’ Equity |
| X | ||||||||||
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- Definition
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for goods or services (including trade receivables) that have been delivered or sold in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Carrying amount as of the balance sheet date of the unpaid sum of the known and estimated amounts payable to satisfy all currently due domestic and foreign income tax obligations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The current portion of prepayments received from customers for goods or services to be provided in the future. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The carrying amount of consideration received or receivable as of the balance sheet date on potential earnings that were not recognized as revenue in conformity with GAAP, and which are expected to be recognized as such within one year or the normal operating cycle, if longer, including sales, license fees, and royalties, but excluding interest income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards, net of deferred tax liability attributable to taxable temporary differences expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards expected to be realized or consumed within one year or operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of deferred tax liability attributable to taxable temporary differences, net of deferred tax asset attributable to deductible temporary differences and carryforwards net of valuation allowances expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Carrying amount as of the balance sheet date of income taxes previously overpaid to tax authorities (such as U.S. Federal, state and local tax authorities) representing refunds of overpayments or recoveries based on agreed-upon resolutions of disputes. Also called income tax refund receivable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Amount borrowed under the credit facility as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Carrying amount of long-term debt, net of unamortized discount or premium, excluding amounts to be repaid within one year or the normal operating cycle, if longer (current maturities). Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of investments in debt and equity securities, including, but not limited to, held-to-maturity, trading and available-for-sale expected to be converted to cash, sold or exchanged within one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total debt and equity financial instruments including: (1) securities held-to-maturity and (2) securities available-for-sale that will be held for the long-term. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate carrying amount, as of the balance sheet date, of noncurrent assets not separately disclosed in the balance sheet. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate carrying amount, as of the balance sheet date, of noncurrent obligations not separately disclosed in the balance sheet. Noncurrent liabilities are expected to be paid after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Reflects the total carrying amount as of the balance sheet date of debt having initial terms less than one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The amount allocated to treasury stock. Treasury stock is common and preferred shares of an entity that were issued, repurchased by the entity, and are held in its treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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|
Consolidated Balance Sheets (Parenthetical) (USD $)
In Millions, except Share data, unless otherwise specified |
Mar. 31, 2014
|
Dec. 31, 2013
|
|---|---|---|
| Allowance for doubtful accounts | $ 3 | $ 3 |
| Preferred stock, par value | $ 0.001 | $ 0.001 |
| Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
| Preferred stock, shares issued | 0 | 0 |
| Preferred stock, shares outstanding | 0 | 0 |
| Common stock, par value | $ 0.001 | $ 0.001 |
| Common stock, shares authorized | 1,600,000,000 | 1,600,000,000 |
| Common stock, shares issued | 131,972,013 | 131,537,798 |
| Common stock, shares outstanding | 129,851,304 | 129,417,089 |
| Treasury stock, shares | 2,120,709 | 2,120,709 |
|
Class B Common Stock
|
||
| Common stock, par value | $ 0.001 | $ 0.001 |
| Common stock, shares authorized | 400,000,000 | 400,000,000 |
| Common stock, shares issued | 12,799,999 | 12,799,999 |
| Common stock, shares outstanding | 12,799,999 | 12,799,999 |
| X | ||||||||||
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- Definition
A valuation allowance for trade and other receivables due to an Entity within one year (or the normal operating cycle, whichever is longer) that are expected to be uncollectible. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Face amount or stated value per share of common stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of common and preferred shares that were previously issued and that were repurchased by the issuing entity and held in treasury on the financial statement date. This stock has no voting rights and receives no dividends. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Consolidated Statements of Changes in Stockholders' Equity (USD $)
In Millions, except Share data |
Total
|
Class B Common Stock
|
Common Stock
|
Additional Paid-in Capital
|
Retained Earnings
|
Accumulated Other Comprehensive (Loss) Income
|
Treasury Stock
|
|||
|---|---|---|---|---|---|---|---|---|---|---|
| Beginning balance at Dec. 31, 2013 | $ 865 | $ 608 | $ 402 | $ (145) | ||||||
| Beginning balance, shares at Dec. 31, 2013 | 131,537,798 | 12,799,999 | 131,537,798 | (2,120,709) | ||||||
| Net income | 68 | 68 | ||||||||
| Currency translation adjustments | 1 | [1] | 1 | |||||||
| Issuance of common stock related to exercises of options and vesting of RSUs | 2 | 2 | ||||||||
| Issuance of common stock related to exercise of options and vesting of RSUs, shares | 434,215 | |||||||||
| Tax benefits on equity awards | 11 | 11 | ||||||||
| Minimum withholding taxes on net share settlements of equity awards | (18) | (18) | ||||||||
| Stock based compensation | 15 | 15 | ||||||||
| Ending balance at Mar. 31, 2014 | $ 944 | $ 618 | $ 470 | $ 1 | $ (145) | |||||
| Ending balance, shares at Mar. 31, 2014 | 131,972,013 | 12,799,999 | 131,972,013 | (2,120,709) | ||||||
|
||||||||||
| X | ||||||||||
|
- Definition
Net increase in additional paid in capital to reflect proceeds received related to the issuance of common stock as a result of the exercise of stock options and vesting of restricted stock units. No definition available.
|
| X | ||||||||||
|
- Definition
The amount of adjustment to stockholders' equity associated with an employee's income tax withholding obligation as part of a net-share settlement of a share-based award. No definition available.
|
| X | ||||||||||
|
- Definition
This element represents the amount of recognized equity-based compensation during the period, that is, the amount recognized as expense in the income statement (or as asset if compensation is capitalized). Alternate captions include the words "stock-based compensation". Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of increase (decrease) in additional paid in capital (APIC) resulting from a tax benefit (deficiency) associated with an share-based compensation plan other than an employee stock ownership plan (ESOP). No definition available.
|
| X | ||||||||||
|
- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Gross number of shares (or other type of equity) issued during the period as a result of any equity-based compensation plan other than an employee stock ownership plan (ESOP). Shares issued could result from the issuance of restricted stock, the exercise of stock options, stock issued under employee stock purchase plans, and/or other employee benefit plans. No definition available.
|
|
Consolidated Statements of Cash Flows (USD $)
In Millions, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Operating activities: | ||
| Net income | $ 68 | $ 62 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||
| Depreciation of property and equipment, including amortization of internal-use software and website development | 10 | 6 |
| Stock-based compensation | 14 | 14 |
| Amortization of intangible assets | 2 | 1 |
| Amortization of discounts and premiums on marketable securities, net | 1 | 1 |
| Deferred tax expense (benefit) | 1 | (3) |
| Excess tax benefits from stock-based compensation | (11) | (1) |
| Other, net | 1 | 2 |
| Changes in operating assets and liabilities, net of effects from acquisitions: | ||
| Accounts receivable | (38) | (47) |
| Prepaid expenses and other assets | (2) | |
| Accounts payable, accrued expenses and other liabilities | (5) | (17) |
| Deferred merchant payables | 34 | 5 |
| Income taxes, net | 18 | 19 |
| Deferred revenue | 14 | 4 |
| Net cash provided by operating activities | 109 | 44 |
| Investing activities: | ||
| Acquisitions, net of cash acquired | (1) | |
| Capital expenditures, including internal-use software and website development | (20) | (9) |
| Purchases of marketable securities | (203) | (214) |
| Sales of marketable securities | 52 | 14 |
| Maturities of marketable securities | 44 | 31 |
| Net cash used in investing activities | (127) | (179) |
| Financing activities: | ||
| Proceeds from credit facilities | 5 | 4 |
| Payments to credit facilities | (3) | (15) |
| Principal payments on long-term debt | (10) | (10) |
| Proceeds from exercise of stock options | 2 | 6 |
| Payment of minimum withholding taxes on net share settlements of equity awards | (18) | (5) |
| Excess tax benefits from stock-based compensation | 11 | 1 |
| Payments on construction in-process related to build to suit lease obligations | (1) | |
| Net cash used in financing activities | (14) | (19) |
| Effect of exchange rate changes on cash and cash equivalents | (2) | |
| Net decrease in cash and cash equivalents | (32) | (156) |
| Cash and cash equivalents at beginning of period | 351 | 368 |
| Cash and cash equivalents at end of period | 319 | 212 |
| Supplemental disclosure of non-cash investing and financing activities: | ||
| Capitalization of construction in-process related to build to suit lease obligation | $ 14 | |
| X | ||||||||||
|
- Definition
The sum of the periodic adjustments of the differences between securities' face values and purchase prices that are charged against earnings. This is called accretion if the security was purchased at a discount and amortization if it was purchased at premium. As a noncash item, this element is an adjustment to net income when calculating cash provided by or used in operations using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Includes effect from exchange rate changes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Future cash outflow to pay for construction in progress expenditures that have occurred. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of increase (decrease) from the effect of exchange rate changes on cash and cash equivalent balances held in foreign currencies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash inflow from realized tax benefit related to deductible compensation cost reported on the entity's tax return for equity instruments in excess of the compensation cost for those instruments recognized for financial reporting purposes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash outflow for realized tax benefit related to deductible compensation cost reported on the entity's tax return for equity instruments in excess of the compensation cost for those instruments recognized for financial reporting purposes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The increase (decrease) during the reporting period in the aggregate amount of accrued expenses and other operating obligations not separately disclosed in the statement of cash flows. No definition available.
|
| X | ||||||||||
|
- Definition
The increase (decrease) during the reporting period of all taxes owed but not paid, including income, property and other taxes. No definition available.
|
| X | ||||||||||
|
- Definition
The increase (decrease) during the reporting period in the amount of prepayments by customers for goods or services to be provided at a later date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The increase (decrease) during the reporting period, excluding the portion taken into income, in the liability reflecting revenue yet to be earned for which cash or other forms of consideration was received or recorded as a receivable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The increase (decrease) during the reporting period in the amount of outstanding money paid in advance for goods or services that bring economic benefits for future periods. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Other income (expense) included in net income that results in no cash inflows or outflows in the period. Includes noncash adjustments to reconcile net income (loss) to cash provided by (used in) operating activities that are not separately disclosed. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash outflow from construction costs to date on capital projects that have not been completed and assets being constructed that are not ready to be placed into service. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash outflow to satisfy an employee's income tax withholding obligation as part of a net-share settlement of a share-based award. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash outflow associated with the acquisition of a business, net of the cash acquired from the purchase. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Cash outflow for purchase of trading, available-for-sale securities and held-to-maturity securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash inflow from contractual arrangement with the lender, including but not limited to, letter of credit, standby letter of credit and revolving credit arrangements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash inflow associated with the sale or maturity (principal being due) of securities not classified as either held-to-maturity securities or trading securities which are classified as available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash inflow associated with the aggregate amount received by the entity through sale or maturity of marketable securities (held-to-maturity or available-for-sale) during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash inflow associated with the amount received from holders exercising their stock options. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash outflow for payment of an obligation from a lender, including but not limited to, letter of credit, standby letter of credit and revolving credit arrangements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash outflow for debt initially having maturity due after one year or beyond the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Organization, Business Description and Basis of Presentation
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
| Organization, Business Description and Basis of Presentation | NOTE 1: ORGANIZATION, BUSINESS DESCRIPTION AND BASIS OF PRESENTATION We refer to TripAdvisor, Inc. and our wholly-owned subsidiaries as “TripAdvisor,” “the Company,” “us,” “we” and “our” in these notes to the Unaudited Consolidated Financial Statements. Description of Business TripAdvisor is an online travel company, empowering users to plan and have the perfect trip. TripAdvisor’s travel research platform aggregates reviews and opinions of members about destinations, accommodations (such as hotels, B&Bs, specialty lodging and vacation rentals), restaurants and activities throughout the world through our flagship TripAdvisor brand. TripAdvisor-branded websites include tripadvisor.com in the United States and localized versions of the website in 36 countries, including in China under the brand daodao.com. Beyond travel-related content, TripAdvisor websites also include links to the websites of our travel advertisers allowing travelers to directly book their travel arrangements. In addition to the flagship TripAdvisor brand, we manage and operate 20 other travel brands, connected by the common goal of providing comprehensive travel planning resources across the travel sector. We derive substantially all of our revenue from advertising, primarily through click-based advertising and display-based advertising sales. In addition, we earn revenue through a combination of subscription-based offerings from our Business Listings and Vacation Rental products, transaction revenue from making hotel room nights available for booking on our transactional sites, and other revenue including licensing our content to third-parties. We have one operating and reportable segment: TripAdvisor. The segment is determined based on how our chief operating decision maker manages our business, makes operating decisions and evaluates operating performance. Basis of Presentation We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”). We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. We prepared the unaudited consolidated financial statements following the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, we have condensed or omitted certain footnotes or other financial information that are normally required by GAAP for annual financial statements. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2013, previously filed with the SEC. Principles of Consolidation These accompanying unaudited financial statements present our results of operations, financial position and cash flows on a consolidated basis. The accompanying unaudited consolidated financial statements include TripAdvisor, our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We have eliminated significant intercompany transactions and accounts. Certain of our subsidiaries that operate in China have variable interests in affiliated entities in China in order to comply with Chinese laws and regulations, which restrict foreign investment in Internet content provision businesses. Although we do not own the capital stock of some of our Chinese affiliates, we consolidate their results as we are the primary beneficiary of the cash losses or profits of these variable interest affiliates and have the power to direct the activities of these affiliates. Our variable interest entities are not material for all periods presented. Reclassifications Pursuant to our disclosure in “Note 15— Related Party Transactions” in the Notes to our Consolidated Financial Statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2013, we no longer consider Expedia, Inc., or Expedia, a related party. Certain reclassifications have been made to conform the prior period to the current presentation relating to Expedia transactions, which includes the reclassification of revenue from Expedia on our unaudited statements of operations to revenue and the reclassification of receivables from Expedia, net on our unaudited consolidated balance sheets to accounts receivable. These reclassifications had no net effect on our unaudited consolidated financial statements.
All other reclassifications, made to conform the prior period to the current presentation, were not material and had no net effect on our unaudited consolidated financial statements.
Accounting Estimates We use estimates and assumptions in the preparation of our unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our unaudited consolidated financial statements include recoverability of long-lived assets and investments, including intangible assets and goodwill; income taxes; useful lives of property and equipment; purchase accounting for business combinations and stock-based compensation. Seasonality Expenditures by travel advertisers tend to be seasonal. Traditionally, our strongest quarter has been the third quarter, which is a key travel research period, with the weakest quarter being the fourth quarter. However, adverse economic conditions or continued growth of our international operations with differing holiday peaks may influence the typical trend of our seasonality in the future. |
| X | ||||||||||
|
- Definition
The entire disclosure for the general note to the financial statements for the reporting entity which may include, descriptions of the basis of presentation, business description, significant accounting policies, consolidations, reclassifications, new pronouncements not yet adopted and changes in accounting principles. No definition available.
|
|
Significant Accounting Policies
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
| Significant Accounting Policies | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES Recently Adopted Accounting Pronouncements Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists In July 2013, the FASB issued new accounting guidance on the presentation of unrecognized tax benefits. The new guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows: to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use the deferred tax asset for such purpose, then the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013, with early adoption permitted. Accordingly, we adopted these presentation requirements during the first quarter of 2014. The adoption of this new guidance did not have a material impact on our unaudited consolidated financial statements or related disclosures. There have been no material changes to our significant accounting policies since December 31, 2013. For additional information about our critical accounting policies and estimates, refer to “Note 2— Significant Accounting Policies”, in the Notes to our Consolidated Financial Statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2013. |
| X | ||||||||||
|
- Definition
The entire disclosure for all significant accounting policies of the reporting entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Stock Based Awards and Other Equity Instruments
|
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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|
Mar. 31, 2014
|
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| Stock Based Awards and Other Equity Instruments | NOTE 3: STOCK BASED AWARDS AND OTHER EQUITY INSTRUMENTS Stock-based Compensation Expense The following table presents the amount of stock-based compensation expense related to stock-based awards, primarily stock options and RSUs, on our consolidated statements of operations during the periods presented:
Stock Based Award Activity and Valuation 2014 Stock Option Activity During the three months ended March 31, 2014, we have issued 476,826 of service-based non-qualified stock options under the 2011 Incentive Plan. These stock options have a term of ten years from the date of grant and generally vest equitably over a four-year requisite service period. We will amortize the fair value of the 2014 grants, net of estimated forfeitures, as stock-based compensation expense over the vesting term on a straight-line basis, with the amount of compensation expense recognized at any date at least equaling the portion of the grant-date fair value of the award that is vested at that date. A summary of the status and activity for stock option awards relating to our common stock for the three months ended March 31, 2014, is presented below:
Aggregate intrinsic value represents the difference between the closing stock price of our common stock and the exercise price of outstanding, in-the-money options. Our closing stock price as reported on NASDAQ as of March 31, 2014 was $90.59. The total intrinsic value of stock options exercised for the three months ended March 31, 2014 and 2013 was $36 million and $7 million, respectively. The fair value of stock option grants under the 2011 Incentive Plan has been estimated at the date of grant using the Black–Scholes option pricing model with the following weighted average assumptions for the periods presented:
The weighted-average grant date fair value of options granted was $47.36 and $22.68 for the three months ended March 31, 2014 and 2013, respectively. The total fair value of stock options vested for the three months ended March 31, 2014 and 2013 was $23 million and $20 million, respectively. 2014 RSU Activity During the three months ended March 31, 2014, we issued 459,999 RSUs under the 2011 Incentive Plan for which the fair value was measured based on the quoted price of our common stock on the date of grant. These RSUs generally vest over a four-year requisite service period. We will amortize the fair value of the 2014 grants, net of estimated forfeitures, as stock-based compensation expense over the vesting term on a straight-line basis, with the amount of compensation expense recognized at any date at least equaling the portion of the grant-date fair value of the award that is vested at that date. The following table presents a summary of RSU activity on our common stock during the three months ended March 31, 2014:
Unrecognized Stock-Based Compensation A summary of our remaining unrecognized stock-based compensation expense, net of estimated forfeitures, and the weighted average remaining amortization period at March 31, 2014 related to our non-vested stock options and RSU awards is presented below (in millions):
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- Definition
The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| Financial Instruments | NOTE 4: FINANCIAL INSTRUMENTS Cash, Cash Equivalents and Marketable Securities The following tables show our cash and available-for-sale securities’ amortized cost, gross unrealized gains, gross unrealized losses and fair value by significant investment category recorded as cash and cash equivalents or short and long-term marketable securities for the periods presented (in millions):
Our cash and cash equivalents consist of cash on hand in global financial institutions, money market funds and marketable securities with maturities of 90 days or less at the date purchased. The remaining maturities of our long-term marketable securities range from one to three years and our short-term marketable securities include maturities that were greater than 90 days at the date purchased and have 12 months or less remaining at March 31, 2014. We classify our cash equivalents and marketable securities within Level 1 and Level 2 as we value our cash equivalents and marketable securities using quoted market prices (Level 1) or alternative pricing sources (Level 2). The valuation technique we used to measure the fair value of money market funds was derived from quoted prices in active markets for identical assets or liabilities. Fair values for our U.S. agency securities, commercial paper, corporate debt securities and certificates of deposit are considered “Level 2” valuations because they are obtained from pricing sources for identical or comparable instruments, rather than direct observations of quoted prices in active markets. There were no material realized gains or losses related to sales of our marketable securities for the three months ended March 31, 2014 and 2013, respectively. As of March 31, 2014, we had marketable securities with an aggregate fair value of $193 million currently in an unrealized loss position. The gross unrealized loss amount was not material at March 31, 2014. We consider the declines in market value of our marketable securities investment portfolio to be temporary in nature and do not consider any of our investments other-than-temporarily impaired. When evaluating an investment for other-than-temporary impairment, we review factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer and any changes thereto, and our intent to sell, or whether it is more likely than not we will be required to sell the investment before recovery of the investment’s cost basis. During the three months ended March 31, 2014 and 2013, we did not recognize any impairment charges. We did not have any material investments in marketable securities that were in a continuous unrealized loss position for 12 months or greater at March 31, 2014 or December 31, 2013. Derivative Financial Instruments In the normal course of business, we are exposed to the impact of foreign currency fluctuations, which we attempt to mitigate through the use of derivative instruments. Accordingly, we have entered into forward contracts to reduce the effects of fluctuating foreign currency exchange rates on our cash flows denominated in foreign currencies. We do not use derivatives for trading or speculative purposes. In accordance with current accounting guidance on derivative instruments and hedging activities, we record all our derivative instruments as either an asset or liability measured at their fair value. Our derivative instruments are typically short-term in nature. Our current forward contracts are not designated as hedges. Consequently, any gain or loss resulting from the change in fair value is recognized in the current period earnings. These gains or losses are offset by the exposure related to receivables and payables with our foreign subsidiaries and were not material for the three months ended March 31, 2014 and 2013, respectively, and are included in Interest income and other, net on our unaudited consolidated statements of operations. The net cash received or paid related to our derivative instruments are classified as operating in our unaudited consolidated statements of cash flows, which is based on the objective of the derivative instruments. The following table shows the notional principal amounts of our outstanding derivative instruments for the periods presented:
Concentration of Credit Risk Counterparties to currency exchange derivatives consist of major international financial institutions. We monitor our positions and the credit ratings of the counterparties involved and, by policy limits, the amount of credit exposure to any one party. While we may be exposed to potential losses due to the credit risk of non-performance by these counterparties, losses are not anticipated and any credit risk amounts associated with our outstanding or unsettled derivative instruments are deemed to be not material for any period presented. Other Financial Instruments Other financial instruments not measured at fair value on a recurring basis include trade receivables, trade payables, deferred merchant payables, short-term debt, accrued and other current liabilities and long-term debt. With the exception of long-term debt, the carrying amount approximates fair value because of the short maturity of these instruments as reported on our unaudited consolidated balance sheets as of March 31, 2014 and December 31, 2013, respectively. The carrying value of the long-term borrowings outstanding on our Credit Agreement bears interest at a variable rate and therefore is also considered to approximate fair value. We did not have any Level 3 assets or liabilities for the periods ended March 31, 2014 and December 31, 2013. |
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- Definition
The entire disclosure for financial instruments. This disclosure includes, but is not limited to, fair value measurements of short and long term marketable securities, international currencies forward contracts, and auction rate securities. Financial instruments may include hedging and non-hedging currency exchange instruments, derivatives, securitizations and securities available for sale at fair value. Also included are investment results, realized and unrealized gains and losses as well as impairments and risk management disclosures. No definition available.
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Property and Equipment, Net
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Mar. 31, 2014
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| Property and Equipment, Net | NOTE 5: PROPERTY AND EQUIPMENT, NET Property and equipment consists of the following for the periods presented:
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- Definition
The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Debt
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| Debt | NOTE 6: DEBT Term Loan Facility Due 2016 and Revolving Credit Facility Overview On December 20, 2011, we entered into a credit agreement, by and among TripAdvisor, TripAdvisor Holdings, LLC, and TripAdvisor LLC, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and J.P. Morgan Europe Limited, as London agent (this credit agreement, together with all exhibits, schedules, annexes, certificates, assignments and related documents contemplated thereby, is referred to herein as the “Credit Agreement”), which provides $600 million of borrowing including:
The Term Loan and any loans under the Revolving Credit Facility bear interest by reference to a base rate or a Eurocurrency rate, in either case plus an applicable margin based on our leverage ratio. We are also required to pay a quarterly commitment fee, on the average daily unused portion of the Revolving Credit Facility for each fiscal quarter and fees in connection with the issuance of letters of credit. The Term Loan and loans under the Revolving Credit Facility currently bear interest at LIBOR plus 150 basis points, or the Eurocurrency Spread, or the alternate base rate (“ABR”) plus 50 basis points, and undrawn amounts are currently subject to a commitment fee of 22.5 basis points. As of March 31, 2014 we are using a one-month interest period Eurocurrency Spread which is approximately 1.7% per annum. Interest is currently payable on a monthly basis while we are borrowing under the one-month interest rate period. The current interest rates are based on current assumptions, leverage and LIBOR rates and do not take into account that rates will reset periodically. The Term Loan principal is currently repayable in quarterly installments on the last day of each calendar quarter equal to 2.5% of the original principal amount with the balance due on the final maturity date. Principal payments aggregating $10 million were made during the three months ended March 31, 2014. The Revolving Credit Facility includes $40 million of borrowing capacity available for letters of credit and $40 million for borrowings on same-day notice. As of March 31, 2014 there are no outstanding borrowings under our Revolving Credit Facility. During the three months ended March 31, 2014 and 2013, we recorded total interest and commitment fees on our Credit Agreement of $2 million and $2 million, respectively, to interest expense on our unaudited consolidated statements of operations. All unpaid interest and commitment fee amounts as of March 31, 2014 and 2013 were not material. Total outstanding borrowings under the Credit Agreement consist of the following:
The future minimum principal payment obligations due under the Credit Agreement related to our Term Loan is as follows:
Prepayments We may voluntarily repay any outstanding borrowing under the Credit Agreement at any time without premium or penalty, other than customary breakage costs with respect to eurocurrency loans. Guarantees All obligations under the Credit Agreement are unconditionally guaranteed by us and each of our existing and subsequently acquired or organized direct or indirect wholly-owned domestic and foreign restricted subsidiaries, subject to certain exceptions for subsidiaries that are controlled foreign corporations, foreign subsidiaries in jurisdictions where applicable law would otherwise be violated, and non-material subsidiaries. Covenants The Credit Agreement contains a number of covenants that, among other things, restrict our ability to: incur additional indebtedness, create liens, enter into sale and leaseback transactions, engage in mergers or consolidations, sell or transfer assets, pay dividends and distributions, make investments, loans or advances, prepay certain subordinated indebtedness, make certain acquisitions, engage in certain transactions with affiliates, amend material agreements governing certain subordinated indebtedness, and change our fiscal year. The Credit Agreement also requires us to maintain a maximum leverage ratio and a minimum cash interest coverage ratio, and contains certain customary affirmative covenants and events of default, including a change of control. If an event of default occurs, the lenders under the Credit Agreement will be entitled to take various actions, including the acceleration of all amounts due under the Credit Agreement and all actions permitted to be taken by a secured creditor. As of March 31, 2014, we believe we are in compliance with all of our debt covenants. Chinese Credit Facilities In addition to our borrowings under the Credit Agreement, we maintain our Chinese Credit Facilities. As of March 31, 2014 and December 31, 2013, we had short-term borrowings outstanding of $31 million and $28 million, respectively. Certain of our Chinese subsidiaries entered into a RMB 189,000,000 (approximately $30 million), one-year revolving credit facility with Bank of America (the “Chinese Credit Facility—BOA”) that is currently subject to review on a periodic basis with no-specific expiration period. We had $13 million of outstanding borrowings from the Chinese Credit Facility—BOA as of March 31, 2014. Our Chinese Credit Facility—BOA currently bears interest at a rate based on 100% of the People’s Bank of China’s base rate, which was 5.6% as of March 31, 2014. In addition, during April 2012, certain of our Chinese subsidiaries entered into a RMB 125,000,000 (approximately $20 million) one-year revolving credit facility with J.P. Morgan Chase Bank (“Chinese Credit Facility-JPM”). This credit facility was renewed for an additional year in April 2014 under the same terms. We had $18 million of outstanding borrowings from the Chinese Credit Facility—JPM as of March 31, 2014. Our Chinese Credit Facility—JPM currently bears interest at a rate based on 100% of the People’s Bank of China’s base rate, which was 5.6% as of March 31, 2014. |
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- Definition
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Income Taxes
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Mar. 31, 2014
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| Income Taxes | NOTE 7: INCOME TAXES Each interim period is considered an integral part of the annual period and, accordingly, we measure our tax expense using an estimated annual effective tax rate. An enterprise is required, at the end of each interim reporting period, to make its best estimate of the annual effective tax rate for the full fiscal year and use that rate to provide for income taxes on a current year-to-date basis, as adjusted for discrete taxable events that occur during the interim period. Our effective tax rate for the three months ended March 31, 2014 and 2013 was 27.7% and 26.2%, respectively. For the three months ended March 31, 2014, the effective tax rate is less than the federal statutory rate primarily due to earnings in jurisdictions outside the United States, where our effective tax rate is lower, which was partially offset by state income taxes, non-deductible stock compensation and accruals on uncertain tax positions. The increase in the effective tax rate for 2014 compared to the 2013 rate was primarily due to a change in jurisdictional earnings. Our policy is to recognize accrued interest and penalties related to unrecognized tax benefits and income tax liabilities as part of our income tax expense. As of March 31, 2014, accrued interest is $1 million, net of federal benefit, and no penalties have been accrued. We do not anticipate any material releases in the next twelve months. By virtue of previously filed consolidated income tax returns filed with Expedia, we are routinely under audit by federal, state and foreign tax authorities. We are currently under an IRS audit for the 2009 and 2010 tax years, and have various ongoing state income tax audits. As of March 31, 2014, no material assessments have resulted from these audits. These audits include questioning the timing and the amount of income and deductions and the allocation of income among various tax jurisdictions. Annual tax provisions include amounts considered sufficient to pay assessments that may result from the examination of prior year returns. We are no longer subject to tax examinations by tax authorities for years prior to 2007. |
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- Definition
The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Commitments and Contingencies
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Mar. 31, 2014
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| Commitments and Contingencies | NOTE 8: COMMITMENTS AND CONTINGENCIES There have been no material changes to our commitments and contingencies since December 31, 2013. Refer to “Note 12— Commitments and Contingencies,” in the Notes to our Consolidated Financial Statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2013. In the ordinary course of business, we and our subsidiaries are parties to legal proceedings and claims involving alleged infringement of third-party intellectual property rights, defamation, and other claims. Rules of the SEC require the description of material pending legal proceedings, other than ordinary, routine litigation incident to the registrant’s business, and advise that proceedings ordinarily need not be described if they primarily involve damages claims for amounts (exclusive of interest and costs) not individually exceeding 10% of the current assets of the registrant and its subsidiaries on a consolidated basis. In the judgment of management, none of the pending litigation matters that the Company and its subsidiaries are defending involves or is likely to involve amounts of that magnitude. There may be claims or actions pending or threatened against us of which we are currently not aware and the ultimate disposition of which could have a material adverse effect on us. |
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- Definition
The entire disclosure for commitments and contingencies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Stockholders' Equity
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Mar. 31, 2014
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| Stockholders' Equity | NOTE 9: STOCKHOLDERS’ EQUITY Preferred Stock In addition to common stock, we are authorized to issue up to 100 million preferred shares, with $ 0.001 par value per share, with terms determined by our Board of Directors, without further action by our stockholders. At March 31, 2014, no preferred shares had been issued. Common Stock and Class B Common Stock Our authorized common stock consists of 1.6 billion shares of common stock with par value of $0.001 per share, and 400 million shares of Class B common stock with par value of $0.001 per share. Both classes of common stock qualify for and share equally in dividends, if declared by our Board of Directors. Common stock is entitled to one vote per share and Class B common stock is entitled to 10 votes per share on most matters. Holders of TripAdvisor common stock, acting as a single class, are entitled to elect a number of directors equal to 25% of the total number of directors, rounded up to the next whole number, which was three directors as of March 31, 2014. Class B common stockholders may, at any time, convert their shares into common stock, on a one for one share basis. Upon conversion, the Class B common stock is retired and is not available for reissue. In the event of liquidation, dissolution, distribution of assets or winding-up of TripAdvisor, the holders of both classes of common stock have equal rights to receive all the assets of TripAdvisor after the rights of the holders of the preferred stock have been satisfied. There were 131,972,013 and 129,851,304 shares of common stock issued and outstanding, respectively, at March 31, 2014 and 12,799,999 shares of Class B common stock issued and outstanding at March 31, 2014. Accumulated Other Comprehensive Income Accumulated other comprehensive income primarily relates to cumulative foreign currency translation adjustments and was not material at March 31, 2014 and December 31, 2013.
Treasury Stock On February 15, 2013, our Board of Directors authorized the repurchase of $250 million of our shares of common stock under a share repurchase program. We have in the past, and intend to use in the future, available cash from operations to fund repurchases under the share repurchase program. The repurchase program has no expiration date but may be suspended or terminated by the Board of Directors at any time. Our Board of Directors will determine the price, timing, amount and method of such repurchases based on its evaluation of market conditions and other factors, and any shares repurchased will be in compliance with applicable legal requirements, at prices determined to be attractive and in the best interests of both the Company and its stockholders. During the three months ended March 31, 2014, we did not repurchase any shares of our outstanding common stock under the share repurchase program. As of March 31, 2014, from the authorized share repurchase program granted by the Board of Directors, we have repurchased 2,120,709 shares of our outstanding common stock and have $105 million remaining to repurchase shares of our common stock. Dividends During the period January 1, 2014 through March 31, 2014, our Board of Directors did not declare any dividends on our outstanding common stock and do not expect to pay any dividends for the foreseeable future. |
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The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Segment Information
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Mar. 31, 2014
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| Segment Information | NOTE 10: SEGMENT INFORMATION Segment Information We have one operating and reportable segment: TripAdvisor. We determined our segment based on how our chief operating decision maker manages our business, makes operating decisions, evaluates operating performance and allocates resources. The chief operating decision maker for the Company is our Chief Executive Officer. Our primary operating metric for evaluating segment performance is Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) plus: (1) provision for income taxes; (2) other (income) expense, net; (3) depreciation of property and equipment, including amortization of internal use software and website development; (4) amortization of intangible assets; (5) stock-based compensation; and (6) non-recurring expenses. Such amounts are detailed in our segment reconciliation below. In addition, please see our discussion of Adjusted EBITDA in the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” below. The following table is a reconciliation of Adjusted EBITDA to net income, the most directly comparable financial measure calculated and presented in accordance with GAAP, for the periods presented:
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The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Earnings Per Share
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Mar. 31, 2014
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| Earnings Per Share | NOTE 11: EARNINGS PER SHARE Basic Earnings Per Share Attributable to Common Stockholders We compute basic earnings per share, or Basic EPS, by dividing net income attributable to TripAdvisor by the weighted average number of common shares outstanding during the period. For the three months ended March 31, 2014 and 2013, we computed the weighted average number of common shares outstanding during the period using the total of common stock and Class B common stock outstanding as of December 31, 2013 and 2012, respectively, plus the weighted average of any additional shares issued and outstanding during the three months ended March 31, 2014 and 2013, respectively. Diluted Earnings Per Share Attributable to Common Stockholders We compute diluted earnings per share, or Diluted EPS, by dividing net income attributable to TripAdvisor by the sum of the weighted average number of common and common equivalent shares outstanding during the period. For the three months ended March 31, 2014 and 2013, we computed the weighted average number of common and common equivalent shares outstanding during the period using the sum of (i) the number of shares of common stock and Class B common stock used in the Basic EPS calculation as indicated above, (ii) if dilutive, the incremental weighted average common stock that we would issue upon the assumed exercise of common equivalent shares related to stock options and the vesting of restricted stock units using the treasury stock method during the three months ended March 31, 2014 and 2013, respectively, and (iii) if dilutive, performance based awards based on the number of shares that would be issuable as of the end of the reporting period assuming the end of the reporting period was also the end of the contingency period. Under the treasury stock method, the assumed proceeds calculation includes the actual proceeds to be received from the employee upon exercise, the average unrecognized compensation cost during the period and any tax benefits credited upon exercise to additional paid-in-capital. The treasury stock method assumes that a company uses the proceeds from the exercise of an award to repurchase common stock at the average market price for the period. Windfall tax benefits created upon the exercise of an award would be added to assumed proceeds, while shortfalls charged to additional paid-in-capital would be deducted from assumed proceeds. Any shortfalls not covered by the windfall tax pool would be charged to the income statement and would be excluded from the calculation of assumed proceeds, if any. Below is a reconciliation of the weighted average number of shares of common stock outstanding in calculating Diluted EPS (shares in thousands and dollars in millions, except per share amounts):
The following potential common shares related to stock options and RSUs were excluded from the calculation of Diluted EPS because their effect would have been anti-dilutive for the periods presented (in thousands):
The earnings per share amounts are the same for common stock and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. |
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The entire disclosure for earnings per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Related Party Transactions
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Mar. 31, 2014
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| Related Party Transactions | NOTE 12: RELATED PARTY TRANSACTIONS Liberty Interactive Corporation As of March 31, 2014, Liberty Interactive Corporation, or Liberty, beneficially owned 18,159,752 shares of our common stock and 12,799,999 shares of our Class B common stock, which shares constitute 14.0% of the outstanding shares of Common Stock and 100% of the outstanding shares of Class B Common Stock. Assuming the conversion of all of Liberty’s shares of Class B common stock into common stock, Liberty would beneficially own 21.7% of the outstanding common stock (calculated in accordance with Rule 13d-3). Because each share of Class B common stock generally is entitled to ten votes per share and each share of common stock is entitled to one vote per share, Liberty may be deemed to beneficially own equity securities representing approximately 56.7% of our voting power. We had no material related party transactions with Liberty during the three months ended March 31, 2014 and 2013, respectively. |
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The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Subsequent Events
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3 Months Ended |
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Mar. 31, 2014
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| Subsequent Events | NOTE 13: SUBSEQUENT EVENT In early May 2014, TripAdvisor LLC, the wholly-owned operating subsidiary of TripAdvisor Inc., entered into an exclusivity agreement with the shareholders of La Fourchette to acquire that company. La Fourchette is the leading online and mobile reservation platform for restaurants in France and Spain. The exclusive offer relating to 100% of the shares of La Fourchette SA, which is majority owned by Otium Capital, has been signed by all of the shareholders of La Fourchette. It is contemplated that closing will occur shortly following satisfaction of certain conditions to closing. |
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- Definition
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. No definition available.
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Significant Accounting Policies (Policies)
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3 Months Ended |
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Mar. 31, 2014
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| Basis of Presentation | Basis of Presentation We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”). We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. We prepared the unaudited consolidated financial statements following the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, we have condensed or omitted certain footnotes or other financial information that are normally required by GAAP for annual financial statements. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2013, previously filed with the SEC. |
| Principles of Consolidation | Principles of Consolidation These accompanying unaudited financial statements present our results of operations, financial position and cash flows on a consolidated basis. The accompanying unaudited consolidated financial statements include TripAdvisor, our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We have eliminated significant intercompany transactions and accounts. Certain of our subsidiaries that operate in China have variable interests in affiliated entities in China in order to comply with Chinese laws and regulations, which restrict foreign investment in Internet content provision businesses. Although we do not own the capital stock of some of our Chinese affiliates, we consolidate their results as we are the primary beneficiary of the cash losses or profits of these variable interest affiliates and have the power to direct the activities of these affiliates. Our variable interest entities are not material for all periods presented. |
| Reclassifications | Reclassifications Pursuant to our disclosure in “Note 15— Related Party Transactions” in the Notes to our Consolidated Financial Statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2013, we no longer consider Expedia, Inc., or Expedia, a related party. Certain reclassifications have been made to conform the prior period to the current presentation relating to Expedia transactions, which includes the reclassification of revenue from Expedia on our unaudited statements of operations to revenue and the reclassification of receivables from Expedia, net on our unaudited consolidated balance sheets to accounts receivable. These reclassifications had no net effect on our unaudited consolidated financial statements.
All other reclassifications, made to conform the prior period to the current presentation, were not material and had no net effect on our unaudited consolidated financial statements. |
| Accounting Estimates | Accounting Estimates We use estimates and assumptions in the preparation of our unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our unaudited consolidated financial statements include recoverability of long-lived assets and investments, including intangible assets and goodwill; income taxes; useful lives of property and equipment; purchase accounting for business combinations and stock-based compensation. |
| Seasonality | Seasonality Expenditures by travel advertisers tend to be seasonal. Traditionally, our strongest quarter has been the third quarter, which is a key travel research period, with the weakest quarter being the fourth quarter. However, adverse economic conditions or continued growth of our international operations with differing holiday peaks may influence the typical trend of our seasonality in the future. |
| Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists In July 2013, the FASB issued new accounting guidance on the presentation of unrecognized tax benefits. The new guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows: to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use the deferred tax asset for such purpose, then the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013, with early adoption permitted. Accordingly, we adopted these presentation requirements during the first quarter of 2014. The adoption of this new guidance did not have a material impact on our unaudited consolidated financial statements or related disclosures. |
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Seasonality policy. No definition available.
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Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). No definition available.
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Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact. No definition available.
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Disclosure of accounting policy for reclassifications that affects the comparability of the financial statements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Stock Based Awards and Other Equity Instruments (Tables)
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Mar. 31, 2014
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| Amount of Stock-Based Compensation Expense Related to Stock-Based Awards, Primarily Stock Options and RSUs | The following table presents the amount of stock-based compensation expense related to stock-based awards, primarily stock options and RSUs, on our consolidated statements of operations during the periods presented:
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| Summary of Status and Activity for Stock Option Awards Relating to Common Stock | A summary of the status and activity for stock option awards relating to our common stock for the three months ended March 31, 2014, is presented below:
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| Weighted-Average Assumptions of Estimated Fair Value of Stock Option Grants | The fair value of stock option grants under the 2011 Incentive Plan has been estimated at the date of grant using the Black–Scholes option pricing model with the following weighted average assumptions for the periods presented:
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| Summary of RSU Activity on Common Stock | The following table presents a summary of RSU activity on our common stock during the three months ended March 31, 2014:
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| Summary of Unrecognized Stock-Based Compensation Expense, Net of Estimated Forfeitures and Weighted Average Period Remaining | A summary of our remaining unrecognized stock-based compensation expense, net of estimated forfeitures, and the weighted average remaining amortization period at March 31, 2014 related to our non-vested stock options and RSU awards is presented below (in millions):
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Tabular disclosure of the allocation of equity-based compensation costs to a given line item on the balance sheet and income statement for the period. This may include the reporting line for the costs and the amount capitalized and expensed. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Tabular disclosure of the number and weighted-average grant date fair value for restricted stock units that were outstanding at the beginning and end of the year, and the number of restricted stock units that were granted, vested, or forfeited during the year. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Tabular disclosure of the number and weighted-average exercise prices (or conversion ratios) for share options (or share units) that were outstanding at the beginning and end of the year, vested and expected to vest, exercisable or convertible at the end of the year, and the number of share options or share units that were granted, exercised or converted, forfeited, and expired during the year. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Tabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Tabular disclosure of the total compensation cost related to nonvested awards not yet recognized and the weighted-average period over which it is expected to be recognized. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Financial Instruments (Tables)
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Mar. 31, 2014
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| Schedule of Cash, Cash Equivalents and Marketable Securities | The following tables show our cash and available-for-sale securities’ amortized cost, gross unrealized gains, gross unrealized losses and fair value by significant investment category recorded as cash and cash equivalents or short and long-term marketable securities for the periods presented (in millions):
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| Fair Value and Notional Principal Amounts of Outstanding or Unsettled Derivative Instruments | The following table shows the notional principal amounts of our outstanding derivative instruments for the periods presented:
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| X | ||||||||||
|
- Definition
Tabular disclosure of available-for-sale securities which includes, but is not limited to, changes in the cost basis and fair value, fair value and gross unrealized gain (loss), fair values by type of security, contractual maturity and classification, amortized cost basis, contracts to acquire securities to be accounted for as available-for-sale, debt maturities, transfers to trading, change in net unrealized holding gain (loss) net of tax, continuous unrealized loss position fair value, aggregate losses qualitative disclosures, other than temporary impairment (OTTI) losses or other disclosures related to available for sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
Tabular disclosure of the location and fair value amounts of derivative instruments (and nonderivative instruments that are designated and qualify as hedging instruments) reported in the statement of financial position. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Property and Equipment, Net (Tables)
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3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2014
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| Property and Equipment, Net | Property and equipment consists of the following for the periods presented:
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| X | ||||||||||
|
- Definition
Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Debt (Tables)
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3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2014
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| Summary of Total Outstanding Borrowings | Total outstanding borrowings under the Credit Agreement consist of the following:
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| Schedule of Future Minimum Principal Payment Obligations | The future minimum principal payment obligations due under the Credit Agreement related to our Term Loan is as follows:
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| X | ||||||||||
|
- Definition
Tabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation. No definition available.
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| X | ||||||||||
|
- Definition
Tabular disclosure of the combined aggregate amount of maturities and sinking fund requirements for all long-term borrowings for each of the five years following the date of the latest balance sheet date presented. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Segment Information (Tables)
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3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2014
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| Reconciliation of Adjusted EBITDA to Net Income | The following table is a reconciliation of Adjusted EBITDA to net income, the most directly comparable financial measure calculated and presented in accordance with GAAP, for the periods presented:
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| X | ||||||||||
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- Definition
Tabular disclosure of all significant reconciling items in the reconciliation of total profit or loss from reportable segments, to the entity's consolidated income before income taxes, extraordinary items, and discontinued operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Earnings Per Share (Tables)
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3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2014
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| Reconciliation of Weighted Average Number of Shares of Common Stock Outstanding | Below is a reconciliation of the weighted average number of shares of common stock outstanding in calculating Diluted EPS (shares in thousands and dollars in millions, except per share amounts):
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| Common Shares Related to Stock Options and RSUs Excluded from Calculated Diluted Net Income Per Share | The following potential common shares related to stock options and RSUs were excluded from the calculation of Diluted EPS because their effect would have been anti-dilutive for the periods presented (in thousands):
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| X | ||||||||||
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- Definition
Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Tabular disclosure of an entity's basic and diluted earnings per share calculations, including a reconciliation of numerators and denominators of the basic and diluted per-share computations for income from continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Organization, Business Description and Basis of Presentation - Additional Information (Details)
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3 Months Ended |
|---|---|
|
Mar. 31, 2014
Segment
Country
Brand
|
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| Description Of Business And Basis Of Presentation [Line Items] | |
| Number of countries with localized versions of website | 36 |
| Number of other travel brands with websites | 20 |
| Number of reportable segment | 1 |
| X | ||||||||||
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- Details
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| X | ||||||||||
|
- Definition
Number of countries in presence of web sites. No definition available.
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| X | ||||||||||
|
- Definition
Number of other travel brands. No definition available.
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| X | ||||||||||
|
- Definition
Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements. No definition available.
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Stock Based Awards and Other Equity Instruments - Amount of Stock-Based Compensation Expense Related to Stock-Based Awards, Primarily Stock Options and RSUs (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
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| Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
| Total stock-based compensation | $ 14 | $ 14 |
| Income tax benefit from stock-based compensation | (5) | (5) |
| Total stock-based compensation, net of tax effect | 9 | 9 |
|
Selling and Marketing
|
||
| Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
| Total stock-based compensation | 3 | 2 |
|
Technology and Content
|
||
| Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
| Total stock-based compensation | 6 | 7 |
|
General and Administrative
|
||
| Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
| Total stock-based compensation | $ 5 | $ 5 |
| X | ||||||||||
|
- Definition
Represents the expense recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
The amount of expense, net of income tax, recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees. No definition available.
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The total recognized tax benefit related to compensation cost for equity-based payment arrangements recognized in income during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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|
Stock Based Awards and Other Equity Instruments - Additional Information (Details) (USD $)
In Millions, except Share data, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Deferred Compensation Arrangement With Individual Share Based Payments [Line Items] | ||
| Number of stock options issued | 477,000 | |
| Total intrinsic value | $ 36 | $ 7 |
| Total fair value of stock options vested | $ 23 | $ 20 |
|
Stock Options
|
||
| Deferred Compensation Arrangement With Individual Share Based Payments [Line Items] | ||
| Number of stock options issued | 476,826 | |
| Term of stock options | 10 years | |
| Stock options vest period | 4 years | |
| Closing stock price | $ 90.59 | |
| Grant-date fair value per option | $ 47.36 | $ 22.68 |
|
Restricted Stock Units (RSUs)
|
||
| Deferred Compensation Arrangement With Individual Share Based Payments [Line Items] | ||
| Stock options vest period | 4 years | |
| RSU's issued under incentive plan | 459,999 | |
| X | ||||||||||
|
- Definition
Aggregate intrinsic value of stock options exercised. No definition available.
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| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Period which an employee's right to exercise an award is no longer contingent on satisfaction of either a service condition, market condition or a performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
Period from grant date that an equity-based award expires, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
Other increase (decrease) in number of shares reserved for issuance under non-option equity instrument agreements that is not separately disclosed. No definition available.
|
| X | ||||||||||
|
- Definition
Gross number of share options (or share units) granted during the period. No definition available.
|
| X | ||||||||||
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- Definition
The weighted average grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
Fair value of options vested. Excludes equity instruments other than options, for example, but not limited to, share units, stock appreciation rights, restricted stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
|
- Definition
Price of a single share of a number of saleable stocks of a company. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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|
Stock Based Awards and Other Equity Instruments - Summary of Status and Activity for Stock Option Awards Relating to Common Stock (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified |
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
| Options Outstanding | |
| Options Outstanding, Beginning balance | 9,470 |
| Options Outstanding, Granted | 477 |
| Options Outstanding, Exercised | (599) |
| Options Outstanding, Cancelled or expired | (78) |
| Options Outstanding, Ending balance | 9,270 |
| Options Outstanding, Exercisable | 4,184 |
| Options Outstanding, Vested and expected to vest | 8,516 |
| Weighted Average Exercise Price per share | |
| Options Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 40.18 |
| Options Granted, Weighted Average Exercise Price | $ 96.62 |
| Options Exercised, Weighted Average Exercise Price | $ 34.63 |
| Options Cancelled or expired, Weighted Average Exercise Price | $ 44.98 |
| Options Outstanding, Weighted Average Exercise Price, Ending balance | $ 43.40 |
| Options Exercisable, Weighted Average Exercise Price | $ 31.54 |
| Options Vested and expected to vest, Weighted Average Exercise Price | $ 42.57 |
| Weighted Average Remaining Contractual Life and Aggregate Intrinsic Value | |
| Options Outstanding, Weighted Average Remaining Contractual Life | 5 years 9 months 18 days |
| Options Exercisable, Weighted Average Remaining Contractual Life | 3 years 6 months |
| Options Vested and expected to vest, Weighted Average Remaining Contractual Life | 5 years 6 months |
| Options Outstanding, Aggregate Intrinsic Value | $ 440 |
| Options Exercisable, Aggregate Intrinsic Value | 247 |
| Options Vested and expected to vest, Aggregate Intrinsic Value | $ 411 |
| X | ||||||||||
|
- Details
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| X | ||||||||||
|
- Definition
Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The number of shares into which fully or partially vested stock options outstanding as of the balance sheet date can be currently converted under the option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
For presentations that combine terminations, the number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan or that expired. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average price of options that were either forfeited or expired. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Gross number of share options (or share units) granted during the period. No definition available.
|
| X | ||||||||||
|
- Definition
Amount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of options outstanding, including both vested and non-vested options. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for option awards outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount by which the current fair value of the underlying stock exceeds the exercise price of fully vested and expected to vest options outstanding. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
As of the balance sheet date, the number of shares into which fully vested and expected to vest stock options outstanding can be converted under the option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
As of the balance sheet date, the weighted-average exercise price for outstanding stock options that are fully vested or expected to vest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for fully vested and expected to vest options outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average price at which option holders acquired shares when converting their stock options into shares. No definition available.
|
| X | ||||||||||
|
- Definition
Weighted average per share amount at which grantees can acquire shares of common stock by exercise of options. No definition available.
|
| X | ||||||||||
|
- Definition
Number of share options (or share units) exercised during the current period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Stock Based Awards and Other Equity Instruments - Summary of Status and Activity for Stock Option Awards Relating to Common Stock (Parenthetical) (Details) (Stock Options)
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
|
Stock Options
|
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
| Options non converted into shares due to net share settlement | 309,602 |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
For net-share settlement of share-based awards when the employer settles employees' income tax withholding obligations, this element represents the number of shares the employees use to repay the employer. No definition available.
|
|
Stock Based Awards and Other Equity Instruments - Weighted-Average Assumptions of Estimated Fair Value of Stock Option Grants (Details)
|
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
| Risk free interest rate | 1.97% | 1.07% |
| Expected term (in years) | 6 years 4 months 17 days | 6 years 3 months |
| Expected volatility | 48.09% | 51.72% |
| Expected dividend yield | ||
| X | ||||||||||
|
- Definition
The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Expected term of share-based compensation awards, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The risk-free interest rate assumption that is used in valuing an option on its own shares. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Stock Based Awards and Other Equity Instruments - Summary of RSU Activity on Common Stock (Details) (Restricted Stock Units (RSUs), USD $)
In Thousands, except Per Share data, unless otherwise specified |
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
|
Restricted Stock Units (RSUs)
|
|
| RSUs outstanding | |
| Unvested RSUs outstanding, Beginning balance | 1,135 |
| Unvested RSUs, Granted | 460 |
| Unvested RSUs, Vested and released | (227) |
| Unvested RSUs, Cancelled | (36) |
| Unvested RSUs outstanding, Ending balance | 1,332 |
| Weighted Average Grant-Date Fair Value Per Share | |
| Unvested RSUs outstanding, Weighted Average Grant-Date Fair Value Per Share, Beginning balance | $ 49.64 |
| Weighted Average Grant-Date Fair Value Per Share, Granted | $ 96.34 |
| Weighted Average Grant-Date Fair Value Per Share, Vested and released | $ 43.61 |
| Weighted Average Grant-Date Fair Value Per Share, Cancelled | $ 61.68 |
| Unvested RSUs outstanding, Weighted Average Grant-Date Fair Value Per Share, Ending balance | $ 66.46 |
| Aggregate Intrinsic Value | |
| Unvested RSUs outstanding, Aggregate Intrinsic Value | $ 121 |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Intrinsic value of equity-based compensation awards not vested. Excludes stock and unit options. No definition available.
|
| X | ||||||||||
|
- Definition
The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The weighted average fair value of nonvested awards on equity-based plans excluding option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, revenue or profit achievement stock award plan) for which the employer is contingently obligated to issue equity instruments or transfer assets to an employee who has not yet satisfied service or performance criteria necessary to gain title to proceeds from the sale of the award or underlying shares or units. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Stock Based Awards and Other Equity Instruments - Summary of RSU Activity on Common Stock (Parenthetical) (Details) (Restricted Stock Units (RSUs))
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
|
Restricted Stock Units (RSUs)
|
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
| RSUs withheld to satisfy minimum tax withholding requirements | 80,930 |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
For net-share settlement of share-based awards when the employer settles employees' income tax withholding obligations, this element represents the number of shares the employees use to repay the employer. No definition available.
|
|
Stock Based Awards and Other Equity Instruments - Summary of Unrecognized Stock-Based Compensation Expense, Net of Estimated Forfeitures and Weighted Average Period Remaining (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
|
Stock Options
|
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
| Unrecognized compensation expense (net of forfeitures), Stock Options | $ 101 |
| Weighted average period remaining (in years) | 3 years 2 months 12 days |
|
Restricted Stock Units (RSUs)
|
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
| Weighted average period remaining (in years) | 3 years 4 months 24 days |
| Unrecognized compensation expense (net of forfeitures), RSUs | $ 58 |
| X | ||||||||||
|
- Definition
Weighted average period over which unrecognized compensation is expected to be recognized for equity-based compensation plans, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Unrecognized cost of unvested share-based awards, other than options, awarded to employees as compensation. No definition available.
|
| X | ||||||||||
|
- Definition
Unrecognized cost of unvested options awarded to employees as compensation. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Financial Instruments - Schedule of Cash, Cash Equivalents and Marketable Securities (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2014
|
Dec. 31, 2013
|
Mar. 31, 2013
|
Dec. 31, 2012
|
|---|---|---|---|---|
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | $ 745 | $ 670 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 745 | 670 | ||
| Cash and cash equivalents | 319 | 351 | 212 | 368 |
| Short-Term Marketable Securities | 142 | 131 | ||
| Long-Term Marketable Securities | 284 | 188 | ||
| Amortized Cost, Cash | 269 | 195 | ||
| Cash | 269 | 195 | ||
|
Level 1 | Money Market Funds
|
||||
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | 50 | 156 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 50 | 156 | ||
| Cash and cash equivalents | 50 | 156 | ||
|
Level 2
|
||||
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | 426 | 319 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 426 | 319 | ||
| Short-Term Marketable Securities | 142 | 131 | ||
| Long-Term Marketable Securities | 284 | 188 | ||
|
Level 2 | U.S. Agency Securities
|
||||
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | 66 | 37 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 66 | 37 | ||
| Short-Term Marketable Securities | 14 | 14 | ||
| Long-Term Marketable Securities | 52 | 23 | ||
|
Level 2 | Certificates of Deposit
|
||||
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | 26 | 23 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 26 | 23 | ||
| Short-Term Marketable Securities | 20 | 16 | ||
| Long-Term Marketable Securities | 6 | 7 | ||
|
Level 2 | Commercial Paper
|
||||
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | 6 | 5 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 6 | 5 | ||
| Short-Term Marketable Securities | 6 | 5 | ||
|
Level 2 | Corporate Debt Securities
|
||||
| Schedule Of Available For Sale Securities [Line Items] | ||||
| Amortized Cost | 328 | 254 | ||
| Unrealized Gains | ||||
| Unrealized Losses | ||||
| Fair Value | 328 | 254 | ||
| Short-Term Marketable Securities | 102 | 96 | ||
| Long-Term Marketable Securities | $ 226 | $ 158 |
| X | ||||||||||
|
- Definition
Available for sale securities gross unrealized gain accumulated in investments. No definition available.
|
| X | ||||||||||
|
- Definition
Available for sale securities gross unrealized loss accumulated in investments. No definition available.
|
| X | ||||||||||
|
- Definition
Amount of investment in debt and equity securities categorized neither as held-to-maturity nor trading. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
This item represents the cost of debt and equity securities, which are categorized neither as held-to-maturity nor trading, net of adjustments including accretion, amortization, collection of cash, previous other-than-temporary impairments recognized in earnings (less any cumulative-effect adjustments recognized, as defined), and fair value hedge accounting adjustments, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of investments in debt and equity securities, including, but not limited to, held-to-maturity, trading and available-for-sale expected to be converted to cash, sold or exchanged within one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Total debt and equity financial instruments including: (1) securities held-to-maturity and (2) securities available-for-sale that will be held for the long-term. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Financial Instruments - Additional Information (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | ||
|---|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
Dec. 31, 2013
|
|
| Amortized Cost And Fair Value Debt Securities [Abstract] | |||
| Financial instruments including money market funds maturities period | 90 days | ||
| Maximum maturities period of long-term marketable securities | 3 years | ||
| Minimum maturities period of long-term marketable securities | 1 year | ||
| Maximum maturities period of short-term marketable securities | 12 months | ||
| Minimum maturities period of short-term marketable securities | 90 days | ||
| Material realized gains or losses related to sales of marketable securities | $ 0 | $ 0 | |
| Total fair value of marketable securities | 193 | ||
| Recognize impairment charges | 0 | 0 | |
| Investments in marketable securities | $ 0 | $ 0 | |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Cash and cash equivalents maximum maturity period. No definition available.
|
| X | ||||||||||
|
- Definition
Long-term maturities have remaining terms of 1 to 3 years. No definition available.
|
| X | ||||||||||
|
- Definition
Long-term maturities have remaining terms of 1 to 3 years. No definition available.
|
| X | ||||||||||
|
- Definition
Maximum maturities period of short-term marketable securities No definition available.
|
| X | ||||||||||
|
- Definition
Minimum maturities period of short-term marketable securities. No definition available.
|
| X | ||||||||||
|
- Definition
This item represents the aggregate fair value of investments in debt and equity securities categorized neither as held-to-maturity nor trading securities that have been in a continuous unrealized loss position for twelve months or longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Total debt and equity financial instruments including: (1) securities held-to-maturity, (2) trading securities, and (3) securities available-for-sale. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
This item represents the total realized gain (loss) included in earnings for the period as a result of selling marketable securities categorized as trading, available-for-sale, or held-to-maturity. Additionally, this item would include any losses recognized for other than temporary impairments (OTTI) of the subject investments in debt and equity securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of other than temporary impairment losses on investments in debt and equity securities categorized as Available-for-sale which have been recognized in earnings during the period. Such impairment losses consist of other than temporary impairments (OTTI) on equity securities, credit losses on investments in debt securities, and when the entity intends to sell an impaired debt security or it is more likely than not that the entity will be required to sell the impaired debt security before recovery of its amortized cost basis. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Financial Instruments - Fair Value and Notional Principal Amounts of Outstanding or Unsettled Derivative Instruments (Detail) (Foreign Exchange Forward, USD $)
In Millions, unless otherwise specified |
Mar. 31, 2014
|
Dec. 31, 2013
|
||||||
|---|---|---|---|---|---|---|---|---|
|
Foreign Exchange Forward
|
||||||||
| Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||||||||
| Foreign exchange-forward contracts | $ 5 | [1],[2] | $ 5 | [1],[2] | ||||
|
||||||||
| X | ||||||||||
|
- Definition
Aggregate notional amount specified by the derivative(s). Expressed as an absolute value. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Property and Equipment, Net - Components of Property and Equipment (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2014
|
Dec. 31, 2013
|
||||
|---|---|---|---|---|---|---|
| Property Plant And Equipment [Line Items] | ||||||
| Property and equipment, gross | $ 150 | $ 122 | ||||
| Less: accumulated depreciation | (58) | (48) | ||||
| Construction in progress | 22 | [1] | 8 | [1] | ||
| Property and equipment, net | 114 | 82 | ||||
|
Capitalized Software and Website Development
|
||||||
| Property Plant And Equipment [Line Items] | ||||||
| Property and equipment, gross | 86 | 73 | ||||
|
Leasehold Improvements
|
||||||
| Property Plant And Equipment [Line Items] | ||||||
| Property and equipment, gross | 34 | 22 | ||||
|
Computer Equipment
|
||||||
| Property Plant And Equipment [Line Items] | ||||||
| Property and equipment, gross | 24 | 21 | ||||
|
Furniture, Office Equipment and Other
|
||||||
| Property Plant And Equipment [Line Items] | ||||||
| Property and equipment, gross | $ 6 | $ 6 | ||||
|
||||||
| X | ||||||||||
|
- Definition
Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of structure or a modification to a structure under construction. Includes recently completed structures or modifications to structures that have not been placed into service. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Property and Equipment, Net - Additional Information (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
| Property Plant And Equipment [Line Items] | |
| Capitalization of construction in-process related to build to suit lease obligation | $ 14 |
| X | ||||||||||
|
- Definition
Future cash outflow to pay for construction in progress expenditures that have occurred. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Debt - Term Loan Facility Due Twenty Sixteen and Revolving Credit Facility - Additional Information (Details) (USD $)
|
3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | |||
|---|---|---|---|---|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
Dec. 20, 2011
Term Loan
|
Mar. 31, 2014
Term Loan
|
Dec. 20, 2011
Revolving Credit Facility
|
Mar. 31, 2014
Letter of Credit
|
Mar. 31, 2014
Borrowings On Same Day Notice
|
|
| Debt Instrument [Line Items] | |||||||
| Maximum borrowing limits | $ 600,000,000 | ||||||
| Term Loan Facility, principal amount | 330,000,000 | 400,000,000 | |||||
| Period of Term Loan Facility | 5 years | 5 years | |||||
| Borrowings, maturity date | Dec. 31, 2016 | Dec. 31, 2016 | |||||
| Borrowing capacity under Revolving Credit Facility | 200,000,000 | 40,000,000 | 40,000,000 | ||||
| Borrowings, interest rate description | Interest at LIBOR plus 150 basis points, or the Eurocurrency Spread, or the alternate base rate (“ABR”) plus 50 basis points | ||||||
| Borrowings alternate base rate | 0.50% | 1.50% | |||||
| Commitment fee on undrawn amount | 0.225% | ||||||
| Borrowings, interest rate basis | 1.70% | ||||||
| Principal repayment of term loan | 2.50% | ||||||
| Principal payments on long-term debt | 10,000,000 | 10,000,000 | |||||
| Total interest and commitments fees | $ 2,000,000 | $ 2,000,000 | |||||
| X | ||||||||||
|
- Definition
Summary of outstanding borrowings and potential borrowings under revolving credit facility. No definition available.
|
| X | ||||||||||
|
- Definition
Interest and commitment fees recorded to interest expense during the period. No definition available.
|
| X | ||||||||||
|
- Definition
Percentage of repayment amount on total principal amount of term loan after first year. No definition available.
|
| X | ||||||||||
|
- Definition
Percentage points added to the reference rate to compute the variable rate on the debt instrument. No definition available.
|
| X | ||||||||||
|
- Definition
The reference rate for the variable rate of the debt instrument, such as LIBOR or the US Treasury rate and the maturity of the reference rate used, such as three months or six months LIBOR. No definition available.
|
| X | ||||||||||
|
- Definition
The effective interest rate at the end of the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Date when the debt instrument is scheduled to be fully repaid, in CCYY-MM-DD format. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Period of time between issuance and maturity of debt instrument, in PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. No definition available.
|
| X | ||||||||||
|
- Definition
The fee, expressed as a percentage of the line of credit facility, for the line of credit facility regardless of whether the facility has been used. No definition available.
|
| X | ||||||||||
|
- Definition
Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Carrying amount of long-term debt, net of unamortized discount or premium, including current and noncurrent amounts. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The cash outflow for debt initially having maturity due after one year or beyond the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Debt - Summary of Total Outstanding Borrowings (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2014
|
Dec. 31, 2013
|
|---|---|---|
| Short-Term Debt: | ||
| Total Short-Term Borrowings | $ 40 | $ 40 |
| Long-Term Debt: | ||
| Total Long-Term Borrowings | 290 | 300 |
|
Term Loan
|
||
| Short-Term Debt: | ||
| Total Short-Term Borrowings | 40 | |
| Long-Term Debt: | ||
| Total Long-Term Borrowings | $ 290 |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Carrying amount of long-term debt, net of unamortized discount or premium, excluding amounts to be repaid within one year or the normal operating cycle, if longer (current maturities). Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Reflects the total carrying amount as of the balance sheet date of debt having initial terms less than one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Debt - Schedule of Remaining Future Minimum Principal Payment Obligations (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2014
|
|---|---|
| Debt Disclosure [Abstract] | |
| 2014 (remaining nine months) | $ 30 |
| 2015 | 40 |
| 2016 | 260 |
| Total | $ 330 |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Carrying amount of long-term debt, net of unamortized discount or premium, including current and noncurrent amounts. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of long-term debt, sinking fund requirements, and other securities redeemable at fixed or determinable prices and dates maturing in the third fiscal year following the latest fiscal year. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of long-term debt, sinking fund requirements, and other securities redeemable at fixed or determinable prices and dates maturing in the second fiscal year following the latest fiscal year. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of long-term debt, sinking fund requirements, and other securities redeemable at fixed or determinable prices and dates maturing in the remainder of the fiscal year following the latest fiscal year ended. No definition available.
|
|
Debt - Chinese Credit Facilities - Additional Information (Details)
|
3 Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|
|
Mar. 31, 2014
USD ($)
|
Dec. 31, 2013
USD ($)
|
Mar. 31, 2014
Chinese Credit Facility
USD ($)
|
Dec. 31, 2013
Chinese Credit Facility
USD ($)
|
Mar. 31, 2014
Chinese Credit Facility-BOA
USD ($)
|
Mar. 31, 2014
Chinese Credit Facility-BOA
CNY
|
Mar. 31, 2014
Chinese Credit Facility-JPM
|
Apr. 30, 2012
Chinese Credit Facility-JPM
USD ($)
|
Apr. 30, 2012
Chinese Credit Facility-JPM
CNY
|
|
| Debt Instrument [Line Items] | |||||||||
| Borrowings, current (note 6) | $ 40,000,000 | $ 40,000,000 | $ 31,000,000 | $ 28,000,000 | |||||
| Borrowing capacity under Chinese Credit Facility | 30,000,000 | 189,000,000 | 20,000,000 | 125,000,000 | |||||
| Period of Term Loan Facility | 1 year | 1 year | 1 year | ||||||
| Chinese Credit Facility borrowings | $ 31,000,000 | $ 28,000,000 | $ 13,000,000 | $ 18,000,000 | |||||
| Line of credit rate basis | 100.00% | 100.00% | 100.00% | ||||||
| Borrowings, interest rate basis | 5.60% | 5.60% | 5.60% | 5.60% | |||||
| Interest rate of Chinese Credit Facility BOA | Chinese Credit Facility—BOA currently bears interest at a rate based on 100% of the People’s Bank of China’s base rate, which was 5.6% as of March 31, 2014 | Chinese Credit Facility—BOA currently bears interest at a rate based on 100% of the People’s Bank of China’s base rate, which was 5.6% as of March 31, 2014 | Chinese Credit Facility—JPM currently bears interest at a rate based on 100% of the People’s Bank of China’s base rate, which was 5.6% as of March 31, 2014. | ||||||
| X | ||||||||||
|
- Definition
Represents the basis of which the Company's periodic interest rates are set against the People's Bank of China's base rate for our Chinese Credit Facilities. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Period of time between issuance and maturity of debt instrument, in PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. No definition available.
|
| X | ||||||||||
|
- Definition
Amount borrowed under the credit facility as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The effective interest rate at the end of the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Description of the interest rate for the amounts borrowed under the credit facility, including the terms and the method for determining the interest rate (for example, fixed or variable, LIBOR plus a percentage, increasing rate, timing of interest rate resets, remarketing provisions). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Reflects the total carrying amount as of the balance sheet date of debt having initial terms less than one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Income Taxes - Additional Information (Details) (USD $)
|
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Income Tax Disclosure [Abstract] | ||
| Effective tax rate | 27.70% | 26.20% |
| Accrued interest | $ 1,000,000 | |
| Accrued penalties | $ 0 | |
| X | ||||||||||
|
- Definition
Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The amount of estimated interest accrued as of the balance sheet date arising from income tax examinations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of estimated penalties accrued as of the balance sheet date arising from income tax examinations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Commitments and Contingencies - Additional Information (Details) (Maximum)
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
|
Maximum
|
|
| Commitment And Contingencies [Line Items] | |
| Criteria percentage of damages claims | 10.00% |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Damages expressed as a percentage of total current assets in determining requirement for disclosure. No definition available.
|
|
Stockholders' Equity - Additional Information (Details) (USD $)
In Millions, except Share data, unless otherwise specified |
3 Months Ended | ||
|---|---|---|---|
|
Mar. 31, 2014
|
Dec. 31, 2013
|
Feb. 15, 2013
|
|
| Class Of Stock [Line Items] | |||
| Preferred stock, shares authorized | 100,000,000 | 100,000,000 | |
| Preferred stock, par value | $ 0.001 | $ 0.001 | |
| Preferred stock, shares issued | 0 | 0 | |
| Common stock, shares authorized | 1,600,000,000 | 1,600,000,000 | |
| Common stock, par value | $ 0.001 | $ 0.001 | |
| Percentage of directors elected by common stock holders | 25.00% | ||
| Number of directors | 3 | ||
| Conversion of Class B common stock | 1.00 | ||
| Common stock, shares issued | 131,972,013 | 131,537,798 | |
| Common stock, shares outstanding | 129,851,304 | 129,417,089 | |
|
Class B Common Stock
|
|||
| Class Of Stock [Line Items] | |||
| Common stock, shares authorized | 400,000,000 | 400,000,000 | |
| Common stock, par value | $ 0.001 | $ 0.001 | |
| Authorized Class B common stock shares | 400,000,000 | ||
| Common Stock Class B par value per share | $ 0.001 | ||
| Vote per common share | 10 | ||
| Right to voting | 10 votes per share | ||
| Common stock, shares issued | 12,799,999 | 12,799,999 | |
| Common stock, shares outstanding | 12,799,999 | 12,799,999 | |
|
Preferred Stock
|
|||
| Class Of Stock [Line Items] | |||
| Preferred stock, shares authorized | 100,000,000 | ||
| Preferred stock, par value | $ 0.001 | ||
| Preferred stock, shares issued | 0 | ||
|
Common Stock
|
|||
| Class Of Stock [Line Items] | |||
| Common stock, shares authorized | 1,600,000,000 | ||
| Common stock, par value | $ 0.001 | ||
| Vote per common share | 1 | ||
| Right to voting | one vote per share | ||
| Common stock, shares issued | 131,972,013 | 131,537,798 | |
| Common stock, shares outstanding | 129,851,304 | ||
| Dividend declared on common stock | $ 0 | ||
|
Treasury Stock
|
|||
| Class Of Stock [Line Items] | |||
| Common stock, shares issued | (2,120,709) | (2,120,709) | |
| Authorized the repurchase of shares of common stock | 250,000,000 | ||
| Common stock outstanding shares repurchased | 2,120,709 | ||
| Remaining authorized share repurchased amount | $ 105 |
| X | ||||||||||
|
- Definition
Par value of Class B common shares. No definition available.
|
| X | ||||||||||
|
- Definition
The maximum number of Class B common shares permitted to be issued. No definition available.
|
| X | ||||||||||
|
- Definition
The number of common shares received for each share of Class B common share upon conversion. No definition available.
|
| X | ||||||||||
|
- Definition
The number of directors that can currently be elected by common stock holders. No definition available.
|
| X | ||||||||||
|
- Definition
Number of voting rights per share. No definition available.
|
| X | ||||||||||
|
- Definition
Percentage of directors elected by common stock holders. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Aggregate dividends declared during the period for each share of common stock outstanding. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Face amount or stated value per share of common stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Description of voting rights of common stock. Includes eligibility to vote and votes per share owned. Include also, if any, unusual voting rights. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of shares that have been repurchased during the period and have not been retired and are not held in treasury. Some state laws may govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of shares authorized to be repurchased by an entity's Board of Directors under a stock repurchase plan. No definition available.
|
| X | ||||||||||
|
- Definition
Amount remaining of a stock repurchase plan authorized by an entity's Board of Directors. No definition available.
|
|
Segment Information - Additional Information (Details)
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
Segment
|
|
| Segment Reporting [Abstract] | |
| Number of reportable segment | 1 |
| Number of Operating Segments | 1 |
| X | ||||||||||
|
- Definition
Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues. No definition available.
|
| X | ||||||||||
|
- Definition
Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Segment Information - Reconciliation of Adjusted EBITDA to Net Income (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Segment Reporting [Abstract] | ||
| Adjusted EBITDA | $ 122 | $ 109 |
| Depreciation | (10) | (6) |
| OIBA | 112 | 103 |
| Amortization of intangible assets | (2) | (1) |
| Stock-based compensation | (14) | (14) |
| Other expense, net | (2) | (4) |
| Provision for income taxes | (26) | (22) |
| Net income | $ 68 | $ 62 |
| X | ||||||||||
|
- Definition
Net income plus tax expense, Other income (expense), depreciation of property and equipment, including internal use software and website development, amortization of intangible assets, stock-based compensation and non-recurring expenses. No definition available.
|
| X | ||||||||||
|
- Definition
OIBA is defined as net income (loss) plus: (1) provision for income taxes; (2) other (income) expense, net; (3) stock-based compensation; (4) amortization of intangible assets; and (5) non-recurring expenses. No definition available.
|
| X | ||||||||||
|
- Definition
The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Earnings Per Share - Reconciliation of Weighted Average Number of Shares of Common Stock Outstanding (Details) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Numerator: | ||
| Net income | $ 68 | $ 62 |
| Denominator: | ||
| Weighted average shares used to compute Basic EPS | 142,399 | 143,063 |
| Weighted average effect of dilutive securities: | ||
| Stock options | 2,884 | 1,401 |
| RSUs | 382 | 191 |
| Weighted average shares used to compute Diluted EPS | 145,665 | 144,655 |
| Basic EPS | $ 0.48 | $ 0.44 |
| Diluted EPS | $ 0.47 | $ 0.43 |
| X | ||||||||||
|
- Definition
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Additional shares included in the calculation of diluted EPS as a result of the potentially dilutive effect of contingently issuable shares. Contingently issuable shares are those shares that are issuable for little or no cash contingent on certain conditions being met. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Additional shares included in the calculation of diluted EPS as a result of the potentially dilutive effect of share based payment arrangements using the treasury stock method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Earnings Per Share - Common Shares Related to Stock Options and RSUs Excluded from Calculated Diluted Net Income Per Share (Details)
In Thousands, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
| Total | 2,127 | 4,577 |
|
Stock Options
|
||
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
| Total | 1,688 | 4,577 |
|
Restricted Stock Units (RSUs)
|
||
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
| Total | 439 | |
| X | ||||||||||
|
- Definition
Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Earnings Per Share - Common Shares Related to Stock Options and RSUs Excluded from Calculated Diluted Net Income Per Share (Parenthetical) (Details)
|
3 Months Ended | |
|---|---|---|
|
Mar. 31, 2014
|
Mar. 31, 2013
|
|
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
| Performance based options, bearing right to acquire common stock | 121,666 | 210,000 |
| Total Performance based options and restricted stock units, bearing right to acquire common stock | 165,666 | |
|
Restricted Stock Units (RSUs)
|
||
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
| Restricted stock units, bearing right to acquire common stock | 44,000 | |
| X | ||||||||||
|
- Definition
Performance based options, number of securities called by options. No definition available.
|
| X | ||||||||||
|
- Definition
Total performance based awards called by restricted stock units and options. No definition available.
|
| X | ||||||||||
|
- Definition
Performance based restricted stock units, number of securities called by restricted stock units. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Related Party Transactions - Additional Information (Details)
|
3 Months Ended |
|---|---|
|
Mar. 31, 2014
|
|
|
Class B Common Stock
|
|
| Related Party Transaction [Line Items] | |
| Right to voting | 10 votes per share |
|
Liberty | Class B Common Stock
|
|
| Related Party Transaction [Line Items] | |
| Beneficially ownership of shares of Common Stock Class B | 12,799,999 |
| Percentage taken from outstanding shares of Common Stock Class B | 100.00% |
| Right to voting | ten votes per share |
|
Liberty | Common Stock
|
|
| Related Party Transaction [Line Items] | |
| Beneficially ownership of shares of common stock | 18,159,752 |
| Percentage taken from outstanding shares of Common Stock | 14.00% |
| Percentage of beneficially ownership of shares of common stock | 21.70% |
| Right to voting | one vote per share |
| Beneficially ownership of equity securities | 56.70% |
| X | ||||||||||
|
- Definition
Class B common stock shares held by related party. No definition available.
|
| X | ||||||||||
|
- Definition
Common stock shares held by related party. No definition available.
|
| X | ||||||||||
|
- Definition
The percentage of Class B common stock owned by a related party. No definition available.
|
| X | ||||||||||
|
- Definition
The percentage of common stock owned by a related party. No definition available.
|
| X | ||||||||||
|
- Definition
The percentage of common stock owned by a related party if Class B shares were converted to common shares. No definition available.
|
| X | ||||||||||
|
- Definition
The voting rights percentage assuming the related party voted both common and class B stock. No definition available.
|
| X | ||||||||||
|
- Definition
Description of voting rights of common stock. Includes eligibility to vote and votes per share owned. Include also, if any, unusual voting rights. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Subsequent Events - Additional Information (Details) (Subsequent Event)
|
1 Months Ended |
|---|---|
|
May 01, 2014
|
|
|
Subsequent Event
|
|
| Subsequent Event [Line Items] | |
| Offer to purchase shares of La Fourchette, date of agreement | May 01, 2014 |
| Percentage of shares of La Fourchette offerred to purchase | 100.00% |
| X | ||||||||||
|
- Definition
The percentage of all shares outstanding that the Company has offered to purchase from the seller. No definition available.
|
| X | ||||||||||
|
- Definition
Date when the business acquisition agreement was executed, in CCYY-MM-DD format. No definition available.
|
| X | ||||||||||
|
- Details
|