Expedia Group, Inc. (NASDAQ: EXPE) announced financial results today for the second quarter ended June 30, 2021.

“The second quarter saw continued improvement in many global travel segments with North America in particular showing strength. Expedia Group benefited from strong vacation rental performance and improved conventional lodging, offset by continued softness in international travel, corporate travel, and relatively high consumer interest in smaller markets and lower-end accommodations. While that strength has continued into Q3, recent Covid variant news around the world continues to create uncertainty in the travel industry,” said Vice Chairman and CEO, Peter Kern. “Unfortunately, the road to full travel recovery remains bumpy until more of the world is vaccinated. For our part, we just launched our Give the World a Shot program in partnership with UNICEF to help support global Covid-19 vaccine distribution. We invite other companies to join this effort so we can all get the world back on its feet again.”

Financial Summary & Operating Metrics ($ millions except per share amounts)⁽¹⁾

⁽¹⁾All comparisons are against comparable period of 2020 unless otherwise noted.

⁽²⁾"Adjusted EBITDA" (Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization), "Adjusted net income (loss)," "Adjusted EPS" and "Free cash flow" are non-GAAP measures as defined by the Securities and Exchange Commission (the "SEC"). See "Definitions of Non-GAAP Measures" and "Tabular Reconciliations for Non-GAAP Measures" on pages 10-16 herein for an explanation and reconciliations of non-GAAP measures used throughout this release. Expedia Group does not calculate or report net income by segment.

Please refer to the "Glossary of Business Terms," located in the Quarterly Results section on Expedia Group’s investor relations website, for business and financial statement definitions used throughout this release

Discussion of Results

The results for Expedia Group, Inc. ("Expedia Group" or "the Company") include Brand Expedia®, Hotels.com®, Expedia® Partner Solutions, Vrbo®, Egencia®, trivago®, HomeAway®, Orbitz®, Travelocity®, Hotwire®, Wotif®, ebookers®, CheapTickets®, Expedia Group™ Media Solutions, CarRentals.com™, Expedia® Cruises™, Traveldoo® and VacationRentals.com. Results include the related international points of sale for all brands and the immaterial impact of Bodybuilding.com since the Liberty Expedia Holdings, Inc. transaction on July 26, 2019. In May 2020, Expedia Group completed the sale of Bodybuilding.com. In October 2020, we completed the sale of SilverRail™, and in April 2021, we completed the sale of Classic Vacations®. All amounts shown are in U.S. dollars.

Gross Bookings & Revenue

For the second quarter of 2021, total gross bookings and total revenue both increased significantly compared to the second quarter of 2020. Booking trends for lodging, air, and other travel products all improved sequentially from the first quarter of 2021.

Both Retail and B2B segment revenue increased compared to the second quarter of 2020. The growth in gross bookings and revenue largely reflect continued improvement in leisure travel trends during the quarter.

Product & Services Detail - Second Quarter 2021

As a percentage of total worldwide revenue in the second quarter of 2021, lodging accounted for 73%, advertising and media accounted for 8%, air accounted for 4% and all other revenues accounted for the remaining 15%.

Lodging revenue increased in the second quarter of 2021 driven by a significant increase in room nights stayed and growth in revenue per room night. Revenue per room night benefited from higher average daily rates ("ADRs") driven by an increase in regional rates and a higher mix of U.S. hotels compared to the second quarter of 2020.

Air revenue increased in the second quarter of 2021 driven largely by an increase in tickets sold as air travel demand improved.

Advertising and media revenue increased in the second quarter of 2021 due to increases at both trivago and Expedia Group Media Solutions. Other revenue increased in the second quarter of 2021 driven by growth from both car and travel insurance products. Other revenue included revenue related to Bodybuilding.com for the second quarter of 2020, but not for the second quarter of 2021 as the Bodybuilding.com business was disposed of in May 2020.

Costs and Expenses ($ millions)

Note: Expedia Group reclassified certain prior period information to conform to the current period presentation primarily related to the classification of licensing and maintenance costs within operating expenses. Some numbers may not add due to rounding. *Adjusted expenses are non-GAAP measures. See pages 10-16 herein for a description and reconciliation to the corresponding GAAP measures.

**Expedia Group (excluding trivago) figures exclude both trivago costs and expenses and trivago revenue when calculating 'As a % of Revenue.'

Cost of Revenue

• For the second quarter of 2021, total GAAP and adjusted cost of revenue decreased 2% and 3%, respectively, compared to the second quarter of 2020, primarily due to decreased customer service and personnel costs, lower bad debt expense, and the absence of expenses related to Bodybuilding.com which was disposed of in May 2020.

Selling and Marketing

• For the second quarter of 2021, total GAAP and adjusted total selling and marketing expense increased 313% and 320%, respectively, compared to the second quarter of 2020, primarily due to a $912 million increase in direct costs as marketing spend increased in anticipation of a further recovery in travel demand. Indirect costs, which represented 16% of total GAAP selling and marketing costs in the second quarter of 2021, compared to 69% in the second quarter of 2020, and 14% of total adjusted selling and marketing expense in the second quarter of 2021, compared to 68% in the second quarter of 2020, decreased 2% and 12%, respectively, due to lower personnel costs in connection with previously announced cost savings initiatives.

Technology and Content

• For the second quarter of 2021, total GAAP technology and content expense increased 2%, and total adjusted technology and content expense decreased 4%, compared to the second quarter of 2020, due to lower personnel and related costs in connection with previously announced cost savings initiatives. The year-over-year benefit for GAAP technology and content expense was offset by higher stock-based compensation.

General and Administrative

• For the second quarter of 2021, total GAAP and adjusted general and administrative expense increased 23% and 4%, respectively, compared to the second quarter of 2020, mainly due to a shift in personnel costs from bonus to salary. The year-over-year increase in GAAP general and administrative expense was driven by higher stock-based compensation.

Net Loss Attributable to Expedia Group and Adjusted EBITDA*

⁽¹⁾ trivago is a separately listed company on the Nasdaq Global Select Market and, therefore, is subject to its own reporting and filing requirements which could result in possible differences that are not expected to be material to Expedia Group. ⁽²⁾ Expedia Group does not calculate or report net income (loss) by segment.

* Adjusted EBITDA is a non-GAAP measure. See pages 10-16 herein for a description and reconciliation to the corresponding GAAP measure.

Note: Some numbers may not add due to rounding.

Depreciation and Amortization

Depreciation and amortization decreased 12% in the second quarter of 2021, compared to the second quarter of 2020, primarily due to the completion of amortization related to certain intangible assets as well as the impact of definite-lived intangible impairments in the prior year.

Impairment of Goodwill & Intangible Assets

There was no impairment of goodwill or intangible assets recorded in the second quarter of 2021. Impairment charges of goodwill and intangible assets totaled $30 million in the second quarter of 2020 due to business simplification efforts in our Retail segment.

Restructuring and Related Reorganization Charges

In connection with the restructuring actions announced in late February 2020 to simplify our businesses and improve operational efficiencies, as well as the acceleration of further actions to adapt our business to the current environment, we recognized $13 million in restructuring and related reorganization charges in the second quarter of 2021. Restructuring and related reorganization charges were $53 million in the second quarter of 2020.

Interest and Other

Consolidated interest income decreased $2 million in the second quarter of 2021, compared to the second quarter of 2020. Consolidated interest expense decreased $12 million in the second quarter of 2021, compared to the second quarter of 2020, primarily as a result of interest related to our prior year draw on our revolving credit facility, which we fully repaid in December 2020.

Consolidated other, net was a loss of $10 million in the second quarter of 2021, compared to a loss of $12 million in the second quarter of 2020. The loss in the second quarter of 2021 was primarily due to foreign exchange losses and mark-to-market losses on minority equity investments. The loss in the second quarter of 2020 included an impairment charge on a minority equity investment partially offset by mark-to-market gains on minority equity investments.

Income Taxes

The GAAP effective tax rate was 21%, compared to 22% in the second quarter of 2020.

The effective tax rate on pretax adjusted net loss was (114)%, compared to 23% in the second quarter of 2020. The change in the effective tax rate was primarily due to a change in the forecast between first quarter of 2021 and second quarter of 2021.

Preferred Stock

The preferred stock dividend related to the preferred equity issued in May of 2020 was $22 million in the second quarter of 2021.

In May 2021, Expedia Group prepaid 50% of the outstanding Series A Preferred Stock at a price equal to 103% of the Preference Amount, plus accrued and unpaid distributions as to the redemption date using cash on-hand of $640 million.

Balance Sheet, Cash Flows and Capitalization

For the three months ended June 30, 2021, consolidated net cash provided by operating activities was $2.5 billion.

Consolidated free cash flow totaled $2.3 billion, an improvement of $4.4 billion, compared to the prior year, primarily due to a cash benefit from working capital and an improvement in Adjusted EBITDA. The impact from COVID-19 resulted in a significant use of cash for working capital in the prior year.

Cash, cash equivalents and short-term investments totaled $5.5 billion at June 30, 2021 compared to $4.3 billion at March 31, 2021. The increase was primarily driven by an improvement in free cash flow. Restricted cash and cash equivalents, which primarily relates to traveler deposits for bookings made through Vrbo, was $2.5 billion at June 30, 2021 compared to $2.0 billion at March 31, 2021. Prepaid expenses and other current assets was $1.3 billion at June 30, 2021 compared to $1.2 billion at March 31, 2021. Deferred merchant bookings totaled approximately $8.2 billion at June 30, 2021, including approximately $760 million in deferred loyalty rewards compared to $6.0 billion at March 31, 2021, including approximately $750 million in deferred loyalty rewards. The increase in deferred merchant bookings reflects the typical seasonality of our business with higher stayed room nights occurring during the summer months.

Expedia Group, Inc.

Trended Metrics

(All figures in millions)

The supplemental metrics below are intended to supplement the financial statements in this release and in our filings with the SEC, and do not include adjustments for one-time items, acquisitions, foreign exchange or other adjustments. The definition, methodology and appropriateness of any of our supplemental metrics are subject to removal and/or change, and such changes could be material. In the event of any discrepancy between any supplemental metric and our historical financial statements, you should rely on the information filed with the SEC and the financial statements in our most recent earnings release.

Notes:

• Advertising & Media Revenue includes third party revenue from trivago. All trivago revenue is classified as international.
• Corporate includes product revenue subsequent to our acquisition of Bodybuilding.com on July 26, 2019 through its sale in May 2020.
• Some numbers may not add due to rounding. All percentages above and throughout this release are calculated on precise, unrounded numbers

   

Notes & Definitions:

Gross Bookings: Gross bookings generally represent the total retail value of transactions booked, recorded at the time of booking reflecting the total price due for travel by travelers, including taxes, fees and other charges, adjusted for cancellations and refunds.

Retail: The Retail segment, which consists of the aggregation of operating segments, provides a full range of travel and advertising services to our worldwide customers through a variety of consumer brands including: Expedia.com and Hotels.com in the United States and localized Expedia and Hotels.com websites throughout the world, Vrbo, Orbitz, Travelocity, Wotif Group, ebookers, CheapTickets, Hotwire.com, CarRentals.com, and Expedia Cruises.

B2B: The B2B segment is comprised of our Expedia Business Services organization including Expedia Partner Solutions, which operates private label and co-branded programs to make travel services available to leisure travelers though third-party company branded websites, and Egencia, a full-service travel management company that provides travel services to businesses and their corporate customers.

trivago: The trivago segment generates advertising revenue primarily from sending referrals to online travel companies and travel service providers from its localized hotel metasearch websites.

Corporate: Includes unallocated corporate expenses as well as Bodybuilding.com subsequent to our acquisition on July 26, 2019 through its sale in May 2020.

Lodging metrics: Reported on a stayed basis and includes both merchant and agency model hotel and alternative accommodation stays.

Room Nights: Room nights represent stayed hotel room nights and property nights for our Retail reportable segment and stayed hotel room nights for our B2B reportable segment. Hotel room nights are reported on a stayed basis and include both merchant and agency hotel stays. Property nights, which are related to our alternative accommodation business, are reported upon the first day of stay and check-in to a property and represent the total number of nights for which a property is rented.

Worldwide Air metrics: Reported on a booked basis and includes both merchant and agency air bookings.

Definitions of Non-GAAP Measures

Expedia Group reports Adjusted EBITDA, Adjusted Net Income (Loss), Adjusted EPS, Free Cash Flow and Adjusted Expenses (non-GAAP cost of revenue, non-GAAP selling and marketing, non-GAAP technology and content and non-GAAP general and administrative), all of which are supplemental measures to GAAP and are defined by the SEC as non-GAAP financial measures. These measures are among the primary metrics by which management evaluates the performance of the business and on which internal budgets are based. Management believes that investors should have access to the same set of tools that management uses to analyze our results. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP. Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted EPS have certain limitations in that they do not take into account the impact of certain expenses to our consolidated statements of operations. We endeavor to compensate for the limitation of the non-GAAP measures presented by also providing the most directly comparable GAAP measures and descriptions of the reconciling items and adjustments to derive the non-GAAP measures. Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted EPS also exclude certain items related to transactional tax matters, which may ultimately be settled in cash. We urge investors to review the detailed disclosure regarding these matters in the Management Discussion and Analysis and Legal Proceedings sections, as well as the notes to the financial statements, included in the Company's annual and quarterly reports filed with the Securities and Exchange Commission. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The definition of Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization was revised in the fourth quarter of 2012 and in the first quarter of 2016 and the definition for Adjusted Net Income (Loss) was revised in the fourth quarters of 2010, 2011, 2012 and 2017. The definition of Adjusted Expenses was revised in the first quarter of 2014 and in the second quarter 2015.

Adjusted EBITDA is defined as net income (loss) attributable to Expedia Group adjusted for:

(1) net income (loss) attributable to non-controlling interests;

(2) provision for income taxes;

(3) total other expenses, net;

(4) stock-based compensation expense, including compensation expense related to certain subsidiary equity plans;

(5) acquisition-related impacts, including

(i) amortization of intangible assets and goodwill and intangible asset impairment,

(ii) gains (losses) recognized on changes in the value of contingent consideration arrangements; and

(iii) upfront consideration paid to settle employee compensation plans of the acquiree;

(6) certain other items, including restructuring;

(7) items included in legal reserves, occupancy tax and other, which includes reserves for potential settlement of issues related to transactional taxes (e.g. hotel and excise taxes), related to court decisions and final settlements, and charges incurred, if any, for monies that may be required to be paid in advance of litigation in certain transactional tax proceedings;

(8) that portion of gains (losses) on revenue hedging activities that are included in other, net that relate to revenue recognized in the period; and

(9) depreciation.

The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items is unpredictable, not driven by core operating results and renders comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA is a useful measure for analysts and investors to evaluate our future on-going performance as this measure allows a more meaningful comparison of our performance and projected cash earnings with our historical results from prior periods and to the results of our competitors. Moreover, our management uses this measure internally to evaluate the performance of our business as a whole and our individual business segments. In addition, we believe that by excluding certain items, such as stock-based compensation and acquisition-related impacts, Adjusted EBITDA corresponds more closely to the cash operating income generated from our business and allows investors to gain an understanding of the factors and trends affecting the ongoing cash earnings capabilities of our business, from which capital investments are made and debt is serviced.

Adjusted Net Income (Loss) generally captures all items on the statements of operations that occur in normal course operations and have been, or ultimately will be, settled in cash and is defined as net income (loss) attributable to Expedia Group plus the following items, net of tax:

(1) stock-based compensation expense, including compensation expense related to equity plans of certain subsidiaries and equity-method investments;

(2) acquisition-related impacts, including;

(i) amortization of intangible assets, including as part of equity-method investments, and goodwill and intangible asset impairment;

(ii) gains (losses) recognized on changes in the value of contingent consideration arrangements;

(iii) upfront consideration paid to settle employee compensation plans of the acquiree; and

(iv) gains (losses) recognized on non-controlling investment basis adjustments when we acquire or lose controlling interests;

(3) currency gains or losses on U.S. dollar denominated cash;

(4) since adoption of new accounting guidance in the first quarter of 2018, the changes in fair value of equity investments;

(5) certain other items, including restructuring charges;

(6) items included in legal reserves, occupancy tax and other, which includes reserves for potential settlement of issues related to transactional taxes (e.g., hotel occupancy and excise taxes), related court decisions and final settlements, and charges incurred, if any, for monies that may be required to be paid in advance of litigation in certain transactional tax proceedings, including as part of equity method investments;

(7) discontinued operations;

(8) the non-controlling interest impact of the aforementioned adjustment items; and

(9) unrealized gains (losses) on revenue hedging activities that are included in other, net.

Adjusted Net Income (Loss) includes preferred share dividends. We believe Adjusted Net Income (Loss) is useful to investors because it represents Expedia Group's combined results, taking into account depreciation, which management believes is an ongoing cost of doing business, but excluding the impact of certain expenses and items not directly tied to the core operations of our businesses.

Adjusted EPS is defined as Adjusted Net Income (Loss) divided by adjusted weighted average shares outstanding, which, when applicable, include dilution from our convertible debt instruments per the treasury stock method for Adjusted EPS. The treasury stock method assumes we would elect to settle the principal amount of the debt for cash and the conversion premium for shares. If the conversion prices for such instruments exceed our average stock price for the period, the instruments generally would have no impact to adjusted weighted average shares outstanding. This differs from the GAAP method for dilution from our convertible debt instruments, which include them on an if-converted method. We believe Adjusted EPS is useful to investors because it represents, on a per share basis, Expedia Group's consolidated results, taking into account depreciation, which we believe is an ongoing cost of doing business, as well as other items which are not allocated to the operating businesses such as interest expense, taxes, foreign exchange gains or losses, and minority interest, but excluding the effects of certain expenses not directly tied to the core operations of our businesses. Adjusted Net Income (Loss) and Adjusted EPS have similar limitations as Adjusted EBITDA. In addition, Adjusted Net Income (Loss) does not include all items that affect our net income (loss) and net income (loss) per share for the period. Therefore, we think it is important to evaluate these measures along with our consolidated statements of operations.

Free Cash Flow is defined as net cash flow provided by operating activities less capital expenditures. Management believes Free Cash Flow is useful to investors because it represents the operating cash flow that our operating businesses generate, less capital expenditures but before taking into account other cash movements that are not directly tied to the core operations of our businesses, such as financing activities, foreign exchange or certain investing activities. We added additional detail for the capital expenditures associated with building our new headquarters facility in Seattle, Washington. We believe separating out capital expenditures for this discrete project is important to provide additional transparency to investors related to operating versus project-related capital expenditures. Free Cash Flow has certain limitations in that it does not represent the total increase or decrease in the cash balance for the period, nor does it represent the residual cash flow for discretionary expenditures. Therefore, it is important to evaluate Free Cash Flow along with the consolidated statements of cash flows.

Adjusted Expenses (cost of revenue, selling and marketing, technology and content and general and administrative expenses) exclude stock-based compensation related to expenses for stock options, restricted stock units and other equity compensation under applicable stock-based compensation accounting standards. Expedia Group excludes stock-based compensation from these measures primarily because they are non-cash expenses that we do not believe are necessarily reflective of our ongoing cash operating expenses and cash operating income. Moreover, because of varying available valuation methodologies, subjective assumptions and the variety of award types that companies can use when adopting applicable stock-based compensation accounting standards, management believes that providing non-GAAP financial measures that exclude stock-based compensation allows investors to make meaningful comparisons between our recurring core business operating results and those of other companies, as well as providing management with an important tool for financial operational decision making and for evaluating our own recurring core business operating results over different periods of time. There are certain limitations in using financial measures that do not take into account stock-based compensation, including the fact that stock-based compensation is a recurring expense and a valued part of employees' compensation. Therefore, it is important to evaluate both our GAAP and non-GAAP measures. See the Notes to the Consolidated Statements of Operations for stock-based compensation by line item.

Expedia Group, Inc. (excluding trivago) In order to provide increased transparency on the transaction-based component of the business, Expedia Group is reporting results both in total and excluding trivago.

In addition, we evaluate certain operating and financial measures, including revenue growth, on both an as-reported and excluding the impact of foreign exchange, FX neutral, basis. FX neutral results are among the primary metrics by which management evaluates the performance of the business and management believes that investors should have access to the same set of tools that management uses to analyze our results. We estimate FX neutral revenue growth by (i) excluding the FX impacts resulting from the time period between a transaction's booking date and revenue recognition date for both the current and prior year periods, and (ii) converting our current-year period results for transactions recorded in currencies other than U.S. Dollars using the corresponding prior-year period exchange rates rather than the current-year period exchange rates.

Tabular Reconciliations for Non-GAAP Measures

Adjusted EBITDA (Adjusted Earnings Before Interest, Taxes, Depreciation & Amortization) by Segment⁽¹⁾

(1) Adjusted EBITDA for our Retail and B2B segments includes allocations of certain expenses, primarily cost of revenue and facilities, the total costs of our global travel supply organizations, the majority of platform and marketplace technology costs, and the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue. We base the allocations primarily on transaction volumes and other usage metrics. We do not allocate certain shared expenses such as accounting, human resources, certain information technology and legal to our reportable segments. We include these expenses in Corporate and Eliminations. Our allocation methodology is periodically evaluated and may change.

Adjusted EBITDA (Adjusted Earnings Before Interest, Taxes, Depreciation & Amortization)