View Filing Data

$ 14

Software Development

Costs and expenses:

Depreciation

Selling and Marketing

Technology and Content

General and Administrative

Other comprehensive income (loss), net of tax :

$ 5

[1]	Excludes amortization as follows
[2]	Includes stock-based compensation as follows:

Consolidated Statements of Comprehensive Income - USD ($)
$ in Millions

3 Months Ended

Mar. 31, 2014

Mar. 31, 2013

Net income

$ 68

$ 62

Foreign currency translation adjustments

^[1]

(3)

Total other comprehensive income (loss), net of tax

^[1]

(3)

Comprehensive income

$ 69

$ 59

[1]	Unrealized gains (losses) and reclassifications of net gains (losses), including related tax effects, on available for sale securities during the three months ended March 31, 2014 and 2013 were not material.

Consolidated Balance Sheets - USD ($) $ in Millions	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
Class B Common Stock
Stockholders’ equity: (note 9)
Common stock
Total Stockholders’ Equity

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	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

Consolidated Statements of Changes in Stockholders' Equity - 3 months ended Mar. 31, 2014 - USD ($)
$ in Millions

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

Currency translation adjustments

^[1]

$ 1

Issuance of common stock related to exercises of options and vesting of RSUs

Issuance of common stock related to exercise of options and vesting of RSUs, shares

434,215

Tax benefits on equity awards

Minimum withholding taxes on net share settlements of equity awards

(18)

Stock based compensation

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)

[1]	Unrealized gains (losses) and reclassifications of net gains (losses), including related tax effects, on available for sale securities during the three months ended March 31, 2014 and 2013 were not material.

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
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Net Income
-URI http://asc.fasb.org/extlink&oid=6518256

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=31042434&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.18)
-URI http://asc.fasb.org/extlink&oid=26872669&loc=d3e20235-122688

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.22)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=28358780&loc=d3e565-108580

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 19
-Article 5

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9

Organization, Business Description and Basis of Presentation

Consolidated Statements of Cash Flows - USD ($) $ in Millions	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

Organization, Business Description and Basis of Presentation

3 Months Ended

Mar. 31, 2014

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.

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.

Stock Based Awards and Other Equity Instruments

3 Months Ended

Mar. 31, 2014

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:

	Three months ended
	March 31,
	2014			2013
	(in millions)
Selling and marketing	$	3		$	2
Technology and content		6			7
General and administrative		5			5
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

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:

				Weighted		Weighted
				Average		Average
				Exercise		Remaining		Aggregate
	Options			Price Per		Contractual		Intrinsic
	Outstanding			Share		Life		Value
	(in thousands)					(in years)		(in millions)
Options outstanding at January 1, 2014		9,470		$	40.18
Granted		477			96.62
Exercised (1)		(599	)		34.63
Cancelled or expired		(78	)		44.98
Options outstanding at March 31, 2014		9,270		$	43.40		5.8	$	440
Exercisable as of March 31, 2014		4,184		$	31.54		3.5	$	247
Vested and expected to vest after March 31, 2014		8,516		$	42.57		5.5	$	411

(1)

Inclusive of 309,602 options which were not converted into shares due to net share settlement in order to cover the aggregate exercise price and the minimum amount of required employee withholding taxes. Potential shares that had been convertible under stock options that were withheld under net share settlement remain in the authorized but unissued pool under the 2011 Incentive Plan and can be reissued by the Company. Total payments for the employees’ tax obligations to the taxing authorities due to net share settlements are reflected as a financing activity within the unaudited consolidated statements of cash flows.

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:

	Three months ended
	March 31,
	2014			2013
Risk free interest rate		1.97	%		1.07	%
Expected term (in years)		6.38			6.25
Expected volatility		48.09	%		51.72	%
Expected dividend yield	— %			— %

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:

				Weighted
				Average
				Grant-		Aggregate
	RSUs			Date Fair		Intrinsic
	Outstanding			Value Per Share		Value
	(in thousands)					(in millions)
Unvested RSUs outstanding as of January 1, 2014		1,135		$	49.64
Granted		460			96.34
Vested and released (1)		(227	)		43.61
Cancelled		(36	)		61.68
Unvested RSUs outstanding as of March 31, 2014		1,332		$	66.46	$	121

(1)

Inclusive of 80,930 RSUs withheld to satisfy employee minimum tax withholding requirements due to net share settlement. Potential shares which had been convertible under RSUs that were withheld under net share settlement remain in the authorized but unissued pool under the 2011 Incentive Plan and can be reissued by the Company. Total payments for the employees’ tax obligations to the taxing authorities due to net share settlements are reflected as a financing activity within the unaudited consolidated statements of cash flows.

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):

	Stock
	Options		RSUs
Unrecognized compensation expense (net of forfeitures)	$	101	$	58
Weighted average period remaining (in years)		3.2		3.4

Financial Instruments

3 Months Ended

Mar. 31, 2014

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):

	March 31, 2014
									Cash and		Short-Term		Long-Term
	Amortized		Unrealized		Unrealized		Fair		Cash		Marketable		Marketable
	Cost		Gains		Losses		Value		Equivalents		Securities		Securities
Cash	$	269	$	-	$	-	$	269	$	269	$	-	$	-
Level 1:
Money market funds		50		-		-		50		50		-		-
Level 2:
U.S. agency securities		66		-		-		66		-		14		52
Certificates of deposit		26		-		-		26		-		20		6
Commercial paper		6		-		-		6		-		6		-
Corporate debt securities		328		-		-		328		-		102		226
Subtotal		426		-		-		426		-		142		284
Total	$	745	$	-	$	-	$	745	$	319	$	142	$	284

	December 31, 2013
									Cash and		Short-Term		Long-Term
	Amortized		Unrealized		Unrealized		Fair		Cash		Marketable		Marketable
	Cost		Gains		Losses		Value		Equivalents		Securities		Securities
Cash	$	195	$	-	$	-	$	195	$	195	$	-	$	-
Level 1:
Money market funds		156		-		-		156		156		-		-
Level 2:
U.S. agency securities		37		-		-		37		-		14		23
Certificates of deposit		23		-		-		23		-		16		7
Commercial paper		5		-		-		5		-		5		-
Corporate debt securities		254		-		-		254		-		96		158
Subtotal		319		-		-		319		-		131		188
Total	$	670	$	-	$	-	$	670	$	351	$	131	$	188

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:

March 31,

2014

December 31,

2013

(in millions)

Foreign exchange-forward contracts (1), (2)

(1)	Derivative contracts address foreign exchange fluctuations for the Euro versus the U.S. Dollar.

(2)

The fair value of our derivatives are not material for all periods presented and are reported as liabilities in accrued and other current liabilities on our unaudited consolidated balance sheets. We measure the fair value of our outstanding or unsettled derivatives using Level 2 fair value inputs, as we use a pricing model that takes into account the contract terms as well as current foreign currency exchange rates in active markets.

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.

Property and Equipment, Net

3 Months Ended

Mar. 31, 2014

Property and Equipment, Net

NOTE 5: PROPERTY AND EQUIPMENT, NET

Property and equipment consists of the following for the periods presented:

	March 31, 2014			December 31, 2013
	(in millions)
Capitalized software and website development	$	86		$	73
Leasehold improvements		34			22
Computer equipment		24			21
Furniture, office equipment and other		6			6
		150			122
Less: accumulated depreciation		(58	)		(48	)
Construction in progress (1)		22			8
Property and equipment, net	$	114		$	82

(1)

We capitalize construction in progress for build-to-suit lease agreements where we are considered the owner, for accounting purposes only, during the construction period. These amounts represent construction costs to date incurred by the landlord of our future corporate headquarters in Needham, MA. During the three months ended March 31, 2014 we capitalized $14 million in construction costs with a corresponding liability recorded in other long-term liabilities on our unaudited consolidated balance sheet. 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 for additional information on our future corporate headquarters lease.

Debt

3 Months Ended

Mar. 31, 2014

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 Facility, or Term Loan, in an aggregate principal amount of $400 million with a term of five years due December 2016; and

—	the Revolving Credit Facility in an aggregate principal amount of $200 million available in U.S. dollars, Euros and British pound sterling with a term of five years expiring December 2016.

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:

	March 31,
	2014
	(in millions)
Short-Term Debt:
Term Loan	$	40
Total Short-Term Borrowings	$	40

Long-Term Debt:
Term Loan	$	290
Total Long-Term Borrowings	$	290

The future minimum principal payment obligations due under the Credit Agreement related to our Term Loan is as follows:

	Principal Payments
March 31,	(in millions)
2014 (remaining nine months)	$	30
2015		40
2016		260
Total	$	330

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.

Income Taxes

3 Months Ended

Mar. 31, 2014

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.

Commitments and Contingencies

3 Months Ended

Mar. 31, 2014

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.

Stockholders' Equity

3 Months Ended

Mar. 31, 2014

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.

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.

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Segment Information

3 Months Ended

Mar. 31, 2014

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:

	Three months ended
	March 31,
	2014			2013
	(in millions)
Adjusted EBITDA	$	122		$	109
Depreciation (1)		(10	)		(6	)
OIBA (2)		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

(1)	Includes amortization of internal use software and website development costs.

(2)

We define OIBA 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. This operating metric is only used by our management to calculate our annual obligation for our charitable foundation. 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 for information regarding our charitable foundation.

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.

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Related Party Transactions

Earnings Per Share

3 Months Ended

Mar. 31, 2014

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):

	Three Months Ended
	March 31,
	2014		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

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):

	Three Months Ended
	March 31,
	2014(1)		2013(2)
Stock options		1,688		4,577
RSUs		439		-
Total		2,127		4,577

(1)

These totals do not include 121,666 performance based options and 44,000 performance based RSUs representing the right to acquire 165,666 shares of common stock for which all targets required to trigger vesting have not been achieved; therefore, such awards were excluded from the calculation of weighted average shares used to compute Diluted EPS for those reporting periods.

(2)

These totals do not include performance based options representing the right to acquire 210,000 shares of common stock for which all targets required to trigger vesting have not been achieved as of March 31, 2013; therefore, such awards were excluded from the calculation of weighted average shares used to compute Diluted EPS for those reporting periods.

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.

Related Party Transactions

3 Months Ended

Mar. 31, 2014

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.

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.

+ References + Details

Subsequent Events

3 Months Ended

Mar. 31, 2014

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.

Significant Accounting Policies (Policies)	3 Months Ended
Significant Accounting Policies (Policies)	Mar. 31, 2014
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.

Amount of Stock-Based Compensation Expense Related to Stock-Based Awards, Primarily Stock Options and RSUs

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.

+ References + Details

Stock Based Awards and Other Equity Instruments (Tables)

3 Months Ended

Mar. 31, 2014

	Three months ended
	March 31,
	2014			2013
	(in millions)
Selling and marketing	$	3		$	2
Technology and content		6			7
General and administrative		5			5
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

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:

				Weighted		Weighted
				Average		Average
				Exercise		Remaining		Aggregate
	Options			Price Per		Contractual		Intrinsic
	Outstanding			Share		Life		Value
	(in thousands)					(in years)		(in millions)
Options outstanding at January 1, 2014		9,470		$	40.18
Granted		477			96.62
Exercised (1)		(599	)		34.63
Cancelled or expired		(78	)		44.98
Options outstanding at March 31, 2014		9,270		$	43.40		5.8	$	440
Exercisable as of March 31, 2014		4,184		$	31.54		3.5	$	247
Vested and expected to vest after March 31, 2014		8,516		$	42.57		5.5	$	411

(1)

Weighted-Average Assumptions of Estimated Fair Value of Stock Option Grants

	Three months ended
	March 31,
	2014			2013
Risk free interest rate		1.97	%		1.07	%
Expected term (in years)		6.38			6.25
Expected volatility		48.09	%		51.72	%
Expected dividend yield	— %			— %

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:

				Weighted
				Average
				Grant-		Aggregate
	RSUs			Date Fair		Intrinsic
	Outstanding			Value Per Share		Value
	(in thousands)					(in millions)
Unvested RSUs outstanding as of January 1, 2014		1,135		$	49.64
Granted		460			96.34
Vested and released (1)		(227	)		43.61
Cancelled		(36	)		61.68
Unvested RSUs outstanding as of March 31, 2014		1,332		$	66.46	$	121

(1)

Summary of Unrecognized Stock-Based Compensation Expense, Net of Estimated Forfeitures and Weighted Average Period Remaining

	Stock
	Options		RSUs
Unrecognized compensation expense (net of forfeitures)	$	101	$	58
Weighted average period remaining (in years)		3.2		3.4

Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2014

Schedule of Cash, Cash Equivalents and Marketable Securities

	March 31, 2014
									Cash and		Short-Term		Long-Term
	Amortized		Unrealized		Unrealized		Fair		Cash		Marketable		Marketable
	Cost		Gains		Losses		Value		Equivalents		Securities		Securities
Cash	$	269	$	-	$	-	$	269	$	269	$	-	$	-
Level 1:
Money market funds		50		-		-		50		50		-		-
Level 2:
U.S. agency securities		66		-		-		66		-		14		52
Certificates of deposit		26		-		-		26		-		20		6
Commercial paper		6		-		-		6		-		6		-
Corporate debt securities		328		-		-		328		-		102		226
Subtotal		426		-		-		426		-		142		284
Total	$	745	$	-	$	-	$	745	$	319	$	142	$	284

	December 31, 2013
									Cash and		Short-Term		Long-Term
	Amortized		Unrealized		Unrealized		Fair		Cash		Marketable		Marketable
	Cost		Gains		Losses		Value		Equivalents		Securities		Securities
Cash	$	195	$	-	$	-	$	195	$	195	$	-	$	-
Level 1:
Money market funds		156		-		-		156		156		-		-
Level 2:
U.S. agency securities		37		-		-		37		-		14		23
Certificates of deposit		23		-		-		23		-		16		7
Commercial paper		5		-		-		5		-		5		-
Corporate debt securities		254		-		-		254		-		96		158
Subtotal		319		-		-		319		-		131		188
Total	$	670	$	-	$	-	$	670	$	351	$	131	$	188

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:

March 31,

2014

December 31,

2013

(in millions)

Foreign exchange-forward contracts (1), (2)

(1)	Derivative contracts address foreign exchange fluctuations for the Euro versus the U.S. Dollar.

(2)

Property and Equipment, Net

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.

+ References + Details

Property and Equipment, Net (Tables)

3 Months Ended

Mar. 31, 2014

Property and equipment consists of the following for the periods presented:

	March 31, 2014			December 31, 2013
	(in millions)
Capitalized software and website development	$	86		$	73
Leasehold improvements		34			22
Computer equipment		24			21
Furniture, office equipment and other		6			6
		150			122
Less: accumulated depreciation		(58	)		(48	)
Construction in progress (1)		22			8
Property and equipment, net	$	114		$	82

(1)

Debt (Tables)

3 Months Ended

Mar. 31, 2014

Summary of Total Outstanding Borrowings

Total outstanding borrowings under the Credit Agreement consist of the following:

	March 31,
	2014
	(in millions)
Short-Term Debt:
Term Loan	$	40
Total Short-Term Borrowings	$	40

Long-Term Debt:
Term Loan	$	290
Total Long-Term Borrowings	$	290

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:

	Principal Payments
March 31,	(in millions)
2014 (remaining nine months)	$	30
2015		40
2016		260
Total	$	330

Segment Information (Tables)

3 Months Ended

Mar. 31, 2014

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:

	Three months ended
	March 31,
	2014			2013
	(in millions)
Adjusted EBITDA	$	122		$	109
Depreciation (1)		(10	)		(6	)
OIBA (2)		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

(1)	Includes amortization of internal use software and website development costs.

(2)

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2014

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):

	Three Months Ended
	March 31,
	2014		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

Common Shares Related to Stock Options and RSUs Excluded from Calculated Diluted Net Income Per Share

	Three Months Ended
	March 31,
	2014(1)		2013(2)
Stock options		1,688		4,577
RSUs		439		-
Total		2,127		4,577

(1)

(2)

Organization, Business Description and Basis of Presentation - Additional Information (Details)	3 Months Ended
	Mar. 31, 2014 Country Brand Segment
Description Of Business And Basis Of Presentation [Line Items]
Number of countries with localized versions of website \| Country	36
Number of other travel brands with websites \| Brand	20
Number of reportable segment \| Segment	1

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	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
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

Stock Based Awards and Other Equity Instruments - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	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

Stock Based Awards and Other Equity Instruments - Summary of Status and Activity for Stock Option Awards Relating to Common Stock (Details) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2014 USD ($) $ / shares shares
Options Outstanding
Options Outstanding, Beginning balance \| shares	9,470
Options Outstanding, Granted \| shares	477
Options Outstanding, Exercised \| shares	(599)
Options Outstanding, Cancelled or expired \| shares	(78)
Options Outstanding, Ending balance \| shares	9,270
Options Outstanding, Exercisable \| shares	4,184
Options Outstanding, Vested and expected to vest \| shares	8,516
Weighted Average Exercise Price per share
Options Outstanding, Weighted Average Exercise Price, Beginning Balance \| $ / shares	$ 40.18
Options Granted, Weighted Average Exercise Price \| $ / shares	96.62
Options Exercised, Weighted Average Exercise Price \| $ / shares	34.63
Options Cancelled or expired, Weighted Average Exercise Price \| $ / shares	44.98
Options Outstanding, Weighted Average Exercise Price, Ending balance \| $ / shares	43.40
Options Exercisable, Weighted Average Exercise Price \| $ / shares	31.54
Options Vested and expected to vest, Weighted Average Exercise Price \| $ / shares	$ 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

Stock Based Awards and Other Equity Instruments - Summary of Status and Activity for Stock Option Awards Relating to Common Stock (Parenthetical) (Details)	3 Months Ended
	Mar. 31, 2014 shares
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

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

Stock Based Awards and Other Equity Instruments - Summary of RSU Activity on Common Stock (Details) - Restricted Stock Units (RSUs) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2014 USD ($) $ / shares shares
RSUs outstanding
Unvested RSUs outstanding, Beginning balance \| shares	1,135
Unvested RSUs, Granted \| shares	460
Unvested RSUs, Vested and released \| shares	(227)
Unvested RSUs, Cancelled \| shares	(36)
Unvested RSUs outstanding, Ending balance \| shares	1,332
Weighted Average Grant-Date Fair Value Per Share
Unvested RSUs outstanding, Weighted Average Grant-Date Fair Value Per Share, Beginning balance \| $ / shares	$ 49.64
Weighted Average Grant-Date Fair Value Per Share, Granted \| $ / shares	96.34
Weighted Average Grant-Date Fair Value Per Share, Vested and released \| $ / shares	43.61
Weighted Average Grant-Date Fair Value Per Share, Cancelled \| $ / shares	61.68
Unvested RSUs outstanding, Weighted Average Grant-Date Fair Value Per Share, Ending balance \| $ / shares	$ 66.46
Aggregate Intrinsic Value
Unvested RSUs outstanding, Aggregate Intrinsic Value \| $	$ 121

Stock Based Awards and Other Equity Instruments - Summary of RSU Activity on Common Stock (Parenthetical) (Details)	3 Months Ended
	Mar. 31, 2014 shares
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

Stock Based Awards and Other Equity Instruments - Summary of Unrecognized Stock-Based Compensation Expense, Net of Estimated Forfeitures and Weighted Average Period Remaining (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2014 USD ($)
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

Financial Instruments - Schedule of Cash, Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Millions	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

Financial Instruments - Additional Information (Details) - USD ($) $ in Millions	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

Financial Instruments - Fair Value and Notional Principal Amounts of Outstanding or Unsettled Derivative Instruments (Detail) - USD ($)
$ in Millions

Mar. 31, 2014

Dec. 31, 2013

Foreign Exchange Forward

Derivative Instruments And Hedging Activities Disclosures [Line Items]

Foreign exchange-forward contracts

^[1],[2]

$ 5

[1]

Derivative contracts address foreign exchange fluctuations for the Euro versus the U.S. Dollar.

[2]

Property and Equipment, Net - Components of Property and Equipment (Details) - USD ($)
$ in Millions

Mar. 31, 2014

Dec. 31, 2013

Less: accumulated depreciation

$ 150

$ 122

(58)

(48)

Construction in progress

^[1]

Property and equipment, net

114

Capitalized Software and Website Development

Leasehold Improvements

Computer Equipment

Furniture, Office Equipment and Other

$ 6

[1]

Property and Equipment, Net - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2014 USD ($)
Property Plant And Equipment [Line Items]
Capitalization of construction in-process related to build to suit lease obligation	$ 14

Debt - Term Loan Facility Due Twenty Sixteen and Revolving Credit Facility - Additional Information (Details) - USD ($)	1 Months Ended	3 Months Ended
	Dec. 20, 2011	Mar. 31, 2014	Mar. 31, 2013
Debt Instrument [Line Items]
Term Loan Facility, principal amount		$ 330,000,000
Borrowings alternate base rate		0.50%
Commitment fee on undrawn amount		0.225%
Principal payments on long-term debt		$ 10,000,000	$ 10,000,000
Total interest and commitments fees		$ 2,000,000	$ 2,000,000
Term Loan
Debt Instrument [Line Items]
Maximum borrowing limits	$ 600,000,000
Term Loan Facility, principal amount	$ 400,000,000
Period of Term Loan Facility	5 years
Borrowings, maturity date	Dec. 31, 2016
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		1.50%
Borrowings, interest rate basis		1.70%
Principal repayment of term loan		2.50%
Revolving Credit Facility
Debt Instrument [Line Items]
Period of Term Loan Facility	5 years
Borrowings, maturity date	Dec. 31, 2016
Borrowing capacity under Revolving Credit Facility	$ 200,000,000
Letter of Credit
Debt Instrument [Line Items]
Borrowing capacity under Revolving Credit Facility		$ 40,000,000
Borrowings On Same Day Notice
Debt Instrument [Line Items]
Borrowing capacity under Revolving Credit Facility		$ 40,000,000

Debt - Summary of Total Outstanding Borrowings (Details) - USD ($) $ in Millions	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

Debt - Schedule of Remaining Future Minimum Principal Payment Obligations (Details) $ in Millions	Mar. 31, 2014 USD ($)
Debt Disclosure [Abstract]
2014 (remaining nine months)	$ 30
2015	40
2016	260
Total	$ 330

Debt - Chinese Credit Facilities - Additional Information (Details)	3 Months Ended
	Mar. 31, 2014 USD ($)	Mar. 31, 2014 CNY (¥)	Dec. 31, 2013 USD ($)	Apr. 30, 2012 USD ($)	Apr. 30, 2012 CNY (¥)
Debt Instrument [Line Items]
Borrowings, current (note 6)	$ 40,000,000		$ 40,000,000
Chinese Credit Facility borrowings	31,000,000		28,000,000
Chinese Credit Facility
Debt Instrument [Line Items]
Borrowings, current (note 6)	31,000,000		$ 28,000,000
Chinese Credit Facility-BOA
Debt Instrument [Line Items]
Borrowing capacity under Chinese Credit Facility	$ 30,000,000	¥ 189,000,000
Period of Term Loan Facility	1 year
Chinese Credit Facility borrowings	$ 13,000,000
Line of credit rate basis	100.00%
Borrowings, interest rate basis	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-JPM
Debt Instrument [Line Items]
Borrowing capacity under Chinese Credit Facility				$ 20,000,000	¥ 125,000,000
Period of Term Loan Facility	1 year
Chinese Credit Facility borrowings				$ 18,000,000
Line of credit rate basis	100.00%
Borrowings, interest rate basis				5.60%	5.60%
Interest rate of Chinese Credit Facility BOA	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.

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

Commitments and Contingencies - Additional Information (Details)	3 Months Ended
	Mar. 31, 2014
Maximum
Commitment And Contingencies [Line Items]
Criteria percentage of damages claims	10.00%

Stockholders' Equity - Additional Information (Details) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2014 USD ($) Vote Director $ / shares shares	Dec. 31, 2013 $ / shares shares	Feb. 15, 2013 shares
Class Of Stock [Line Items]
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, par value \| $ / shares	$ 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 \| $ / shares	$ 0.001	$ 0.001
Percentage of directors elected by common stock holders	25.00%
Number of directors \| Director	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 \| $ / shares	$ 0.001	$ 0.001
Authorized Class B common stock shares	400,000,000
Common Stock Class B par value per share \| $ / shares	$ 0.001
Vote per common share \| Vote	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 \| $ / shares	$ 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 \| $ / shares	$ 0.001
Vote per common share \| Vote	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 \| $ / shares	$ 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

Segment Information - Additional Information (Details)	3 Months Ended
Segment Information - Additional Information (Details)	Mar. 31, 2014 Segment
Segment Reporting [Abstract]
Number of reportable segment	1
Number of Operating Segments	1

Segment Information - Reconciliation of Adjusted EBITDA to Net Income (Details) - USD ($) $ in Millions	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

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.