Expedia Group Inc
For the period ended Mar 31, 2025. Filed May 9, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 9, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-08.
0001324424-24-000052
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-09.
0001324424-25-000028
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 135 previous paragraphs and 122 current paragraphs.
68 unchanged; 38 reworded; 16 added; 29 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 18 previous and 19 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
In addition, domestic and international taxing authorities have in recent years become increasingly focused on ways to increase tax revenue, including the enactment of new taxes such as digital services taxes, and have become more aggressive in their interpretation and enforcement of existing tax laws, rules and regulations. We are in various stages of inquiry or audit with various tax authorities, some of which may require that we prepay any assessed taxes prior to contesting the validity of the assessment (“pay-to-play”) which will be repaid if we prevail in our challenge. However, any significant pay-to-play payment or litigation loss could negatively impact our liquidity.
Current report
Other events that could have a negative impact on the travel industry and our businesses in the future are discussed in our Annual Report on Form 10-K for the year ended December 31, 2024, Part I, Item 1A, Risk Factors – “Declines or disruptions in the travel industry could adversely affect our business and financial performance.”
Current report
In early 2024, U.S. domestic air capacity exceeded demand, putting pressure on domestic airfares, but this rationalized by September 2024 with domestic fares inflecting back to growth. Our air bookings grew in the first quarter of 2025 compared to the same period in 2024 but continued to lag the growth in our lodging business.
Current report
Revenue margin decreased slightly in the three months ended March 31, 2025 as compared to the same period in 2024 due to Easter timing shifting revenue to the second quarter of 2025.
Current report
Air revenue decreased 7% for the three months ended March 31, 2025, compared to the same period in 2024, primarily due to lower average ticket prices, partially offset by higher air tickets sold.
Current report
Advertising and media - EG revenue increased 20% for the three months ended March 31, 2025, compared to the same period in 2024, by adding more partners for our display offerings and sponsored listings, optimizing our existing products and launching new ad solutions. Advertising and media - trivago revenue increased 22% for the three months ended March 31, 2025, compared to the same period in 2024, driven by its strategic focus on brand rebuilding in the past two years.
Current report
Cost of revenue remained consistent during the three months ended March 31, 2025, compared to the same period in 2024, as ongoing initiatives continued to drive transactional efficiencies, particularly in customer service.
Current report
Technology and content expense decreased $21 million during the three months ended March 31, 2025, compared to the same period in 2024, primarily due to lower salary and personnel costs as well as initiatives to optimize cloud spending.
Current report
General and administrative expense during the three months ended March 31, 2025 remained relatively consistent as compared to the same period in 2024.
Current report
Restructuring and Related Reorganization Charges
Current report
Operating Loss
Current report
5.4% Senior Notes Issuance. In February 2025, we issued $1 billion of registered senior unsecured notes that bear interest at 5.40% and are due in February 2035 (the “5.40% Notes”). The 5.40% Notes were issued at a price of 99.316% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year, beginning August 15, 2025. We used or expect to use the net proceeds of this offering for general corporate purposes, which may include, but not limited to: (i) repayment, prepayment, redemption or repurchase of outstanding debt, (ii) dividends and stock repurchases, and (iii) funding for working capital, capital expenditures and acquisitions.
Current report
Redemption of 6.25% Senior Notes. In February 2025, we early redeemed all of our approximately $1 billion senior unsecured notes that bore interest at 6.25% and were due in May 2025 (the “6.25% Notes”), which resulted in the recognition of an immaterial loss on debt extinguishment from the write-off of debt issuance costs.
Current report
During the first quarter of 2025, the Board of Directors approved the reinstatement of quarterly common stock dividends. The Executive Committee, acting on behalf of the Board of Directors, declared and we paid the following dividends during the period presented:
Current report
In addition, in May 2025, the Executive Committee, acting on behalf of the Board of Directors, declared a quarterly cash
Current report
dividend of $0.40 per share of outstanding common stock payable on June 18, 2025 to stockholders of record as of the close of business on May 29, 2025. Future declarations of dividends are subject to final determination by our Board of Directors.
Removed paragraphs (29)
Previous report
Starting in early 2020, the COVID-19 pandemic, and measures to contain the virus, including government travel restrictions and quarantine orders, had an unprecedented impact on the global travel industry and materially and negatively impacted our business, financial results and financial condition. Travel was severely depressed during 2020, with reduced levels of new bookings. In 2021, we began to see a bookings recovery. In 2022, there was a strong, but uneven, recovery in travel demand with different regions around the world experiencing different rates of recovery. In 2023, the overall reopening of the Asia-Pacific region and general recovery outside of the United States was a factor in the gross bookings year-over-year growth rate for our B2B segment, but any other lingering impacts of the pandemic did not have a significant impact on our businesses, and we expect that to remain the case for future periods.
Previous report
Additionally, further health-related events, political instability, geopolitical conflicts, acts of terrorism, significant fluctuations in currency values, sustained levels of increased inflation, sovereign debt issues, and natural disasters, are examples of other events that could have a negative impact on the travel industry in the future.
Previous report
Despite these factors, we have witnessed a healthy but more normalized travel demand environment in the first nine months of 2024, as consumers continue to prioritize spend on travel and experiences over other discretionary spending.
Previous report
In 2022, we began evolving our strategy from being largely transactionally focused, where we were primarily focused on acquiring customers through performance channels, to building a direct relationship with our customers by allocating more marketing spend towards our loyalty programs, paid app downloads, and brand awareness. While we maintain a large portfolio of consumer brands, we put the majority of our marketing efforts towards our three core consumer brands: Expedia, Hotels.com and Vrbo.
Previous report
Similar to the rest of travel, the airlines experienced a surge in pent-up demand when COVID-19 restrictions were lifted, however they continued to operate at reduced capacity due to staffing shortages and supply chain disruptions. In 2023, airlines focused on adding capacity back to their networks, ending the year with global air capacity nearly recovered to 2019 levels.
Previous report
In the first nine months of 2024, we generated $464 million of advertising revenue from Expedia Group Media Solutions, a 35% increase from the same period in 2023.
Previous report
Occupancy and Other Taxes
Previous report
Legal Proceedings. We are currently involved in four lawsuits brought by or against states, cities and counties over issues involving the payment of hotel occupancy and other taxes. We continue to defend these lawsuits vigorously. With respect to the principal claims in these matters, we believe that the statutes and/or ordinances at issue do not apply to us or the services we provide, namely the facilitation of travel planning and reservations, and, therefore, that we do not owe the taxes that are claimed to be owed. We believe that the statutes and ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations.
Previous report
For additional information and other recent developments on these and other legal proceedings, see Part II, Item 1, Legal Proceedings.
Previous report
We have established a reserve for the potential settlement of issues related to hotel occupancy and other tax litigation, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $3 million and $46 million as of September 30, 2024 and December 31, 2023.
Previous report
Certain jurisdictions, including without limitation the states of New York, New Jersey, North Carolina, Minnesota, Oregon, Rhode Island, Maryland, Pennsylvania, Hawaii, Iowa, Massachusetts, Arizona, Wisconsin, Idaho, Arkansas, Indiana, Maine, Nebraska, Vermont, Mississippi, and Virginia, the city of New York, and the District of Columbia, have enacted legislation seeking to tax online travel company services as part of sales or other taxes for hotel and/or other accommodations and/or car rental. In addition, in certain jurisdictions, we have entered into voluntary collection agreements pursuant to which we have agreed to voluntarily collect and remit taxes to state and/or local taxing jurisdictions. We are currently remitting taxes to a number of jurisdictions, including without limitation the states of New York, New Jersey, South Carolina, North Carolina, Minnesota, Georgia, Wyoming, West Virginia, Oregon, Rhode Island, Montana, Maryland, Kentucky, Maine, Pennsylvania, Hawaii, Iowa, Massachusetts, Arizona, Wisconsin, Idaho, Arkansas, Indiana, Nebraska, Vermont, Colorado, Mississippi, and Virginia, the city of New York and the District of Columbia, as well as certain other jurisdictions.
Previous report
Pay-to-Play
Previous report
Certain jurisdictions may assert that we are required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that we believe we are subject to such taxes and, even when such payments are made, we continue to defend our position vigorously. If we prevail in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest. However, any significant pay-to-play payment or litigation loss could negatively impact our liquidity.
Previous report
Other Jurisdictions. We are also in various stages of inquiry or audit with various tax authorities, some of which, including the City of Los Angeles regarding hotel occupancy taxes, may impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court.
Previous report
Revenue margin decreased during the three months ended September 30, 2024 compared to the same period in 2023 due to unfavorable impacts of foreign exchange and pricing actions as well as pressure from soft Vrbo bookings in the first half of 2024 translating as stays in the third quarter, which was partially offset of an uplift from advertising growth. Revenue margin remained consistent for the nine months ended September 30, 2024 as compared to the same period in 2023.
Previous report
(1)Includes third-party revenue from trivago as well as our transaction-based websites.
Previous report
Air revenue increased for the three months ended September 30, 2024, compared to the same period in 2023, primarily due to an increase in air tickets sold. Air revenue remained consistent for the nine months ended September 30, 2024 compared to the same period in 2023.
Previous report
Cost of revenue decreased $24 million and $125 million during the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily due to lower costs from ongoing initiatives to drive transactional efficiencies.
Previous report
Technology and content expense decreased $20 million and $9 million during the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily due to lower personnel costs in connection with previously announced cost saving initiatives, partially offset by higher stock-based compensation.
Previous report
General and administrative expense increased $35 million and $23 million during the three and nine months ended September 30, 2024 as compared to the same periods in 2023 due to acceleration of approximately $51 million of stock-compensation expense relate to the recent departure of our Vice Chairman, partially offset lower personnel costs in connection with previously announced cost saving initiatives.
Previous report
Impairment of Goodwill and Intangible Assets
Previous report
During the three and nine months ended September 30, 2023, we recognized a goodwill impairment charge of $297 million related to our trivago segment.
Previous report
During the three and nine months ended September 30, 2024 and September 30, 2023, we recognized intangible impairment charges of $33 million and $15 million related to an indefinite-lived trade name within our trivago segment.
Previous report
See Note 3 – Fair Value Measurements in the notes to the consolidated financial statements for further information.
Previous report
Restructure and Related Reorganization Charges
Previous report
Operating Income
Previous report
During the nine months ended September 30, 2023, we recognized a $67 million gain, which together with amounts recorded in a prior period, represented the estimate of an indemnification reimbursement due to Expedia Group from TripAdvisor. During the nine months ended September 30, 2024, we recognized a $6 million gain related to an indemnification receivable for additional interest due to the IRS. See “Provision for Income Taxes” below for the corresponding charge to income tax expense.
Previous report
For the nine months ended September 30, 2024, the effective tax rate was 23.5%, compared to 34.8% for the nine months ended September 30, 2023. The change in the effective tax rate was due to discrete tax effects of the TripAdvisor audit assessment recorded in the prior year period, as discussed further in Note 8 – Income Taxes in the notes to the consolidated financial statements.
Previous report
In December 2021, the OECD released model rules introducing a 15% global minimum tax rate for large multinational corporations (“Pillar Two”). Certain countries in which we operate have enacted legislation consistent with the OECD model rules effective beginning in 2024. We considered the applicable tax laws in relevant jurisdictions and concluded there is no material impact to our tax provision for the nine months ended September 30, 2024. The Company will continue to evaluate the potential impact of Pillar Two on future reporting periods.
Reworded paragraphs (38)
Previous wording
This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect the views of our management regarding current expectations and projections about future events and are based on currently available information. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, but not limited to, those discussed in our Annual Report on Form 10-K for the year ended December 31, 2023, Part I, Item 1A, “Risk Factors,” as well as those discussed elsewhere in this report. Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition and results of operations. Accordingly, readers should not place undue reliance on these forward-looking statements. The use of words such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “goal,” “intends,” “likely,” “may,” “plans,” “potential,” “predicts,” “projected,” “seeks,” “should” and “will,” or the negative of these terms or other similar expressions, among others, generally identify forward-looking statements; however, these words are not the exclusive means of identifying such statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. We are not under any obligation to, and do not intend to, publicly update or review any of these forward-looking statements, whether as a result of new information, future events or otherwise, even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized. Please carefully review and consider the various disclosures made in this report and in our other reports filed with the SEC that attempt to advise interested parties of the risks and factors that may affect our business, prospects and results of operations.
Current wording
This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The use of words such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “goal,” “intends,” “likely,” “may,” “plans,” “potential,” “predicts,” “projected,” “seeks,” “should” and “will,” or the negative of these terms or other similar expressions, among others, generally identify forward-looking statements; however, these words are not the exclusive means of identifying such statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements reflect the views of our management regarding current expectations and projections about future events and are based on currently available information. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, but not limited to, those discussed in our Annual Report on Form 10-K for the year ended December 31, 2024, Part I, Item 1A, “Risk Factors,” as well as those discussed elsewhere in this report. Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition and results of operations. Accordingly, readers should not place undue reliance on these forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, because of new information, future events, or otherwise.
Previous wording
More recently, inflation and other macroeconomic pressures in the U.S. and the global economy, such as interest rates and currency fluctuations and energy price volatility, as well as evolving geopolitical conflicts, have contributed to an increasingly complex business environment. Our future operational results may be subject to volatility, particularly in the short-term, due to the impact of the aforementioned trends. Broad, sustained negative economic impacts could put strain on our suppliers, business and service partners, which increases the risk of credit losses and service level or other disruptions.
Current wording
Global macroeconomic and geopolitical pressures, including trade disruptions, currency fluctuations and energy price volatility, have contributed to an increasingly complex business environment and uncertainty for the travel industry. During the first quarter of 2025, we experienced weaker than expected travel demand in the U.S. If these pressures are intensified or sustained, travel behaviors may be further impacted and any associated decrease in overall demand would negatively impact our business. In addition, our suppliers, business and service partners could also be impacted, thereby increasing our risk of credit losses and service level or other disruptions. Our future operational results may be subject to volatility, particularly in the short-term, due to the impact of the aforementioned trends.
Previous wording
Increased usage and familiarity with the internet have continued to drive rapid growth in online penetration of travel expenditures. Online penetration is higher in the U.S. and Western European markets with online penetration rates in some emerging markets, such as Latin America and Eastern European regions, lagging behind those regions. Emerging markets continue to present an attractive growth opportunity for our business, while also attracting many competitors to online travel. The industry is expected to remain highly competitive for the foreseeable future. In addition to the growth of online travel agencies, we have seen continued interest in the online travel industry from search engine companies such as Google, evidenced by continued product enhancements, and prioritizing its own AdWords and metasearch products such as Google Hotel Ads and Google Flights, in search results. Competitive entrants such as “metasearch” companies, including Kayak.com (owned by Booking Holdings), trivago (in which Expedia Group owns a majority interest) as well as TripAdvisor, introduced differentiated features, pricing and content compared with the legacy online travel agency companies, as well as various forms of direct or assisted booking tools. Further, airlines and lodging companies are aggressively pursuing direct online distribution of their products and services. In addition, the increasing popularity of the “sharing economy,” accelerated by online penetration, has had a direct impact on the travel and lodging industry. Businesses such as Airbnb, Vrbo and Booking.com have emerged as the leaders, bringing incremental alternative accommodation and vacation rental inventory to the market. Other competitors have arisen, including vacation rental property managers, who operate their own booking sites in addition to listing on Airbnb, Vrbo, and Booking.com. Additionally, traditional consumer ecommerce players have expanded their local offerings by adding hotel offers to their websites. Ride sharing app Uber has added transportation and experience offerings to its app via partnerships with other travel providers. Our B2B business has grown significantly but faces competition from other online travel agencies (“OTAs”) with B2B offerings, as well as other competitors, such as independent B2B businesses.
Current wording
The market opportunity for online travel is broad and highly competitive. Online penetration of travel expenditures is higher in the U.S. and Western European markets with online penetration rates in some emerging markets, such as Latin America and Eastern European regions, lagging behind those regions. Emerging markets continue to present an attractive growth opportunity for our business, while also attracting many competitors to online travel. Technological developments in generative artificial intelligence (“AI”) tools is increasingly being used to create competing offerings, such as AI powered digital planning and assistance, further increasing competition. In addition to the growth of online travel agencies, we have seen continued interest in the online travel industry from search engine companies such as Google, evidenced by continued product enhancements, and prioritizing its own AdWords and metasearch products such as Google Travel, Google Flights and Hotel Ads, in search results. Competitive entrants such as “metasearch” companies, including Kayak.com (owned by Booking Holdings), trivago (in which Expedia Group owns a majority interest) as well as TripAdvisor, introduced differentiated features, pricing and content compared with the legacy online travel agency companies, as well as various forms of direct or assisted booking tools. Further, airlines and lodging companies are aggressively pursuing direct online distribution of their products and services. In addition, the increasing popularity of the “sharing economy,” accelerated by online penetration, has had a direct impact on the travel and lodging industry. Businesses such as Airbnb, Vrbo and Booking.com have emerged as the leaders, bringing incremental alternative accommodation inventory to the market. Other competitors have arisen, including alternative accommodation property managers, who operate their own booking sites in addition to listing on Airbnb, Vrbo, and Booking.com. Additionally, traditional consumer ecommerce players have expanded their local offerings by adding hotel offers to their websites. Ride sharing app Uber has added transportation and experience offerings to its app via partnerships with other travel providers. Our B2B business has grown significantly but faces competition from other online travel agencies (“OTAs”) with B2B offerings, as well as other competitors, such as independent B2B businesses.
Previous wording
Lodging includes both hotel and alternative accommodations. As a percentage of our total worldwide revenue in the third quarter of 2024, lodging accounted for 82%. Room nights booked grew 9% in the first nine months of 2024, as compared to growth of 12% in 2023 and 26% in 2022. Average Daily Rates (“ADRs”) booked for Expedia Group declined 2% in the first nine months of 2024 and decreased 2% in 2023 and grew 3% in 2022. While trends are normalizing, our lodging business has seen a significant increase in ADRs compared to pre-pandemic levels, which were driven by broader industry trends, a mix shift to Vrbo and high ADR geographies.
Current wording
Lodging includes both hotel and alternative accommodations. As a percentage of our total worldwide revenue in the first quarter of 2025, lodging accounted for 77%. Room nights booked grew 6% in the first quarter of 2025, as compared to growth of 9% in 2024 and 12% in 2023. Average Daily Rates (“ADRs”) booked for Expedia Group decreased 1% in the first quarter of 2025, decreased 1% in 2024 and decreased 2% in 2023.
Previous wording
As of September 30, 2024, our global lodging marketplace has over 3.5 million total lodging properties available. Our Vrbo brand has over 2.5 million online bookable alternative accommodations listings. Our other brands have over 1 million hotels and alternative accommodations.
Current wording
As of March 31, 2025, our global lodging marketplace has over 3.5 million total lodging properties available. Our Vrbo brand has over 2.5 million online bookable alternative accommodations listings. Our other brands have approximately 1 million hotels and alternative accommodations.
Previous wording
Vrbo has transitioned from a listings-based classified advertising model to an online transactional model that optimizes for both travelers and homeowner and property manager partners, with a goal of increasing monetization and driving growth through investments in marketing as well as in product and technology. Vrbo offers hosts subscription-based listing or pay-per-booking service models. It also generates revenue from a traveler service fee for bookings.
Current wording
Vrbo has transitioned from a listings-based classified advertising model to an online transactional model that optimizes for both travelers and homeowner and property manager partners, with a goal of increasing monetization and driving growth through investments in marketing as well as in product and technology. Vrbo primarily offers pay-per-booking service model and generates revenue from a traveler service fee for bookings, as well as insurance products.
Previous wording
In the future, we could encounter pressure on air remuneration as air carriers combine, certain supply agreements renew, and as we continue to add airlines to ensure local coverage in new markets.
Current wording
In the future, we could encounter pressure on air remuneration as air carriers combine, more air carriers shift to our “direct connect” technology, certain supply agreements renew, and as we continue to add airlines to ensure local coverage in new markets.
Previous wording
Booked air tickets increased 5% in the first nine months of 2024, and increased 4% in 2023 and 8% in 2022. As a percentage of our total worldwide revenue in the third quarter of 2024, air accounted for 3%.
Current wording
Booked air tickets increased 4% in the first quarter of 2025, 6% in 2024 and 4% in 2023. As a percentage of our total worldwide revenue in the first quarter of 2025, air accounted for 4%.
Previous wording
Our advertising and media business is principally driven by revenue generated by trivago, a leading hotel metasearch website, and Expedia Group Media Solutions, which is responsible for generating advertising revenue on our global online travel brands.
Current wording
Our advertising and media - EG consists of Expedia Group (“EG”) Media Solutions, which is responsible for generating advertising revenue on our global online travel brands through a variety of digital marketing solutions. In the first quarter of 2025, we generated $174 million of advertising revenue from EG Media Solutions, a 20% increase from the same period in 2024.
Previous wording
In the first nine months of 2024, we generated $249 million of third-party revenue from trivago, a 9% decrease from the same period in 2023. Since the onset of COVID-19, online travel agencies, including ourselves, have reduced marketing spend on trivago. In 2023, the company adopted its marketing strategy and launched a new logo and visual identity, part of a push to rejuvenate its brand, demonstrate the relevance of its offerings and drive long-term growth.
Current wording
We also generate advertising revenue from trivago, a leading hotel metasearch website. In 2023, trivago adapted its marketing strategy and launched a new logo and visual identity, part of a push to rejuvenate its brand, demonstrate the relevance of its offerings and drive long-term growth. During the fourth quarter of 2024, trivago returned to revenue growth. In the first quarter of 2025, the growth continued and we generated $85 million of third-party revenue from trivago, a 22% increase from the same period in 2024.
Previous wording
As a percentage of our total worldwide revenue in the third quarter of 2024, total advertising and media accounted for 7%.
Current wording
As a percentage of our total worldwide revenue in the first quarter of 2025, total advertising and media accounted for 9%.
Previous wording
We believe the strength of our core brand portfolio and consistent enhancements to product and service offerings, combined with our global scale and broad-based supply, drive increasing value to customers and customer demand. With our significant global audience of travelers, and our deep and broad selection of travel products, we are also able to provide value to supply partners seeking to grow their business through sophisticated technology, a better understanding of travel retailing and reaching consumers in markets beyond their reach. Our deep product and supply footprint allows us to tailor offerings to target different types of consumers and travel needs, employ geographic segmentation in markets around the world, and leverage brand differentiation, among other benefits. We also market to consumers through a variety of channels, including internet search, metasearch and social and digital media. In 2024, we have accelerated our investments in global market expansion beyond our core markets that were our focus in the second half of 2023.
Current wording
We believe the strength of our core brand portfolio and consistent enhancements to product and service offerings, combined with our global scale and broad-based supply, drive increasing value to customers and customer demand. With our significant global audience of travelers, and our deep and broad selection of travel products, we are also able to provide value to supply partners seeking to grow their business through sophisticated technology, a better understanding of travel retailing and reaching consumers in markets beyond their reach. Our deep product and supply footprint allows us to tailor offerings to target different types of consumers and travel needs, employ geographic segmentation in markets around the world, and leverage brand differentiation, among other benefits. We also market to consumers through a variety of channels, including internet search, metasearch and social and digital media.
Previous wording
During 2020, Expedia Group unified its technology, product, data engineering and data science teams to build services and capabilities that can be leveraged across our business units to provide value-add services to our travel suppliers and serve our end customers. The unified team structure enables us to deliver more scalable services and operate more efficiently. We have also completed the migration of our core B2C brands onto a unified Brand Expedia technology front-end infrastructure, having migrated Hotels.com onto the infrastructure in 2022 and Vrbo in 2023. In 2024, we will continue to cement our leadership in the B2B segment as our B2B business also benefits from all the work we have done in product and technology for our B2C brands.
Current wording
During 2020, Expedia Group unified its technology, product, data engineering, and data science teams to build services and capabilities that can be leveraged across our business units to provide value-add services to our travel suppliers and serve our end customers. The unified team structure enables us to deliver more scalable services and operate more efficiently. We have also completed the migration of our core B2C brands onto a unified Brand Expedia technology front-end infrastructure, having migrated Hotels.com onto the infrastructure in 2022 and Vrbo in 2023. Going forward, we expect to continue to cement our leadership in the B2B segment as our B2B business also benefits from all the work we have done in product and technology for our B2C brands.
Previous wording
We also launched One Key in the United States in 2023, which serves as the unified loyalty program under Brand Expedia, Hotels.com and Vrbo, enabling travelers to cross-earn and cross-redeem rewards across these brands and our range of products such as air, hotels and alternative accommodations. In 2024, we also rolled out One Key in the United Kingdom. With greatly improved product driven by the latest in machine learning and artificial intelligence capabilities and One Key, we believe we will continue to drive greater retention, repeat and direct business.
Current wording
We also launched One Key in the United States and United Kingdom, which serves as the unified loyalty program under Brand Expedia, Hotels.com and Vrbo, enabling travelers to cross-earn and cross-redeem rewards across these brands and our range of products such as air, hotels and alternative accommodations.
Previous wording
For additional information about our other critical accounting policies and estimates, see the disclosure included in our Annual Report on Form 10-K for the year ended December 31, 2023 as well as updates in the current fiscal year provided in Note 2 – Summary of Significant Accounting Policies in the notes to the consolidated financial statements.
Current wording
For additional information about our critical accounting policies and estimates, see the disclosure included in our Annual Report on Form 10-K for the year ended December 31, 2024 as well as updates in the current fiscal year provided in NOTE 2 — Significant Accounting Policies in the notes to the consolidated financial statements.
Previous wording
During the three and nine months ended September 30, 2024, gross bookings increased 7% and 5%, compared to the same periods in 2023, primarily driven by lodging gross bookings due to continued strength in our hotel business. During the third quarter of 2024, we also saw a strong recovery in our air business as well as continued acceleration at Vrbo, which returned to modest growth for the quarter. The growth in the nine months ended September 30, 2024 was partially offset by softness in our Vrbo business earlier in the year. Booked room nights for our lodging business increased 9% for both the three and nine months ended September 30, 2024.
Current wording
During the three months ended March 31, 2025, gross bookings increased 4%, compared to the same period in 2024, primarily driven by lodging gross bookings in our hotel business. Booked room nights for our lodging business increased 6% for the three months ended March 31, 2025 amid softened travel demand within and into the U.S.
Previous wording
Revenue increased 3% and 6% for the three and nine months ended September 30, 2024, compared to the same periods in 2023, on strong growth in our B2B segment resulting from increased lodging revenue.
Current wording
Revenue increased 3% for the three months ended March 31, 2025, compared to the same period in 2024, on growth in our B2B segment resulting from increased lodging revenue and its stronger international exposure.
Previous wording
Lodging revenue increased 3% and 6% for the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily driven by an increase in room nights stayed mostly in our hotel business.
Current wording
Lodging revenue increased 3% for the three months ended March 31, 2025, compared to the same period in 2024, primarily driven by an increase in room nights stayed in our hotel business, partially offset by a decrease in ADRs stayed.
Previous wording
Advertising and media revenue increased 12% and 16% for the three and nine months ended September 30, 2024, compared to the same periods in 2023, due to an increase at Expedia Group Media Solutions, partially offset by a decline in trivago revenue. All other revenue, which includes car rental, insurance, cruise and activities, increased during the three ended months September 30, 2024, compared to the same period in 2023 primarily due to an increase in car rental and insurance revenue. All other revenue for the nine months ended September 30, 2024, compared to the same period in 2023, remained consistent.
Current wording
All other revenue, which includes insurance, car, cruise and activities, remained relatively consistent during the three ended months March 31, 2025, compared to the same period in 2024.
Previous wording
Merchant revenue increased for the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily due to an increase in merchant hotel revenue. Agency revenue increased for the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily due to an increase in agency lodging and air revenue. Advertising, media and other increased for the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily due to an increase in Expedia Media Solutions advertising revenue.
Current wording
The increase in merchant revenue for the three months ended March 31, 2025, compared to the same period in 2024, was primarily due to an increase in merchant lodging revenue. The decrease in agency revenue for the three months ended March 31, 2025, compared to the same period in 2024, was primarily due to a decrease in agency lodging and air revenue. Advertising, media and other increased for the three months ended March 31, 2025, compared to the same period in 2024, primarily due to an increase in Advertising and media - EG and trivago advertising revenue.
Previous wording
Selling and marketing - direct increased $184 million and $561 million during the three and nine months ended September 30, 2024, compared to the same period in 2023, primarily driven by an increase in B2B partner commissions to support strong growth and, to a lesser extent, a ramp in marketing spend at Vrbo and international markets to drive improving growth and global market expansion. Selling and marketing - indirect costs increased during the three and nine months ended September 30, 2024, compared to the same period in 2023, primarily driven by an increase in average salaries.
Current wording
Selling and marketing - direct increased $107 million during the three months ended March 31, 2025, compared to the same period in 2024, primarily driven by an increase in B2B partner commissions to support revenue growth and an increase in marketing spend at our B2C brands as we continue to drive investment behind our brands and focused international expansion. Selling and marketing - indirect costs increased during the three months ended March 31, 2025, compared to the same period in 2024, primarily driven by an increase in headcount and average salaries.
Previous wording
Depreciation increased $3 million and $27 million during the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily as a result of increased depreciation related to capitalized website development costs. Amortization of intangible assets remained consistent during the three and nine months ended September 30, 2024 as compared to the same periods in 2023.
Current wording
Depreciation increased $13 million during the three months ended March 31, 2025, compared to the same period in 2024, primarily as a result of increased depreciation related to capitalized website development costs.
Previous wording
Legal reserves, occupancy tax and other for the three months ended September 30, 2024, primarily included $92 million charge related to an Italian VAT settlement reserve, partially offset by net reductions to our reserve of $33 million related to hotel occupancy and other taxes due to the favorable resolution of a tax related case. Legal reserves, occupancy tax and other for the nine months ended September 30, 2024 also included a $30 million charge related to digital service taxes for fiscal years 2022 and 2023 retroactively enacted by Canada in June 2024 and our donation of $20 million as part of a public-private partnership project to revitalize public parks along the Elliot Bay waterfront in Seattle, partially offset by an additional net reduction of to our reserve of $9 million for the favorable resolution of another tax related case. During the nine months ended September 30, 2023, the charges primarily included changes to our reserve related to other taxes.
Current wording
During the three months ended March 31, 2024, the charges primarily included our donation as part of a public-private partnership project to revitalize public parks along the Elliot Bay waterfront in Seattle.
Previous wording
In February 2024, we committed to restructuring actions to recalibrate resources as most of the Company’s organizational and technological transformation is now completed, which have resulted in headcount reductions. As a result, we recognized $6 million and $72 million in restructuring and related reorganization charges during the three and nine months ended September 30, 2024, which were predominately related to employee severance, stock-based compensation and benefits costs. Based on current plans which are subject to change, we expect total reorganization charges in the remainder of 2024 to be in the range of approximately $5 million to $10 million. These costs could be higher or lower should we make additional decisions in future periods that impact our reorganization efforts.
Current wording
In February 2024, we committed to restructuring actions to recalibrate resources as most of the Company’s organizational and technological transformation is now completed, which have resulted in headcount reductions. During the first quarter of 2025, we made the decision to expand these actions. As a result, we recognized $26 million and $48 million in restructuring and related reorganization charges during the three months ended March 31, 2025 and 2024, which were predominately related to employee severance and benefits costs. Based on current plans which are subject to change, we expect approximately $40 million in additional reorganization charges in the remainder of 2025, with the majority of the expense occurring in the second quarter. These costs could be higher or lower should we make additional decisions in future periods that impact our reorganization efforts.
Previous wording
During the three and nine months ended September 30, 2024, the increase in operating income in the current year periods was primarily due to lower impairment charges in the current periods, partially offset by the legal reserve, occupancy and other charges as well as the restructuring charges discussed above.
Current wording
During the three months ended March 31, 2025, the decrease in operating loss was primarily due to lower restructuring charges as well as lower legal reserve, occupancy and other charges in the current year period.
Previous wording
Our B2C segment Adjusted EBITDA decreased slightly during the three months ended September 30, 2024, compared to the same period in 2023, due to slight revenue declines as well as an increase in marketing spend. Our B2C segment Adjusted EBITDA increased slightly during the nine months ended September 30, 2024, compared to the same period in 2023, as a result of revenue growth. Our B2B segment experienced an improvement in Adjusted EBITDA during the three and nine months ended September 30, 2024, compared to the same periods in 2023, primarily as a result of strong revenue growth. Our trivago segment Adjusted EBITDA decreased during the three and nine months ended September 30, 2024, compared to the same periods in 2023, as a result of revenue declines resulting from headwinds in its performance marketing channels. The quarter-to-date period was impacted by lower marketing costs while the year-to-date period was impacted by an increase in marketing costs.
Current wording
Our B2C segment Adjusted EBITDA increased slightly during the three months ended March 31, 2025, compared to the same period in 2024. Our B2B segment experienced an improvement in Adjusted EBITDA during the three months ended March 31, 2025, compared to the same period in 2024, primarily as a result of strong revenue growth and margin expansion. Our trivago segment Adjusted EBITDA loss decreased during the three months ended March 31, 2025, compared to the same period in 2024, as a result of revenue increases.
Previous wording
Interest income increased for the three and nine months ended September 30, 2024, compared to the same periods in 2023, as a result of higher rates of return. Interest expense remained consistent for the three and nine months ended September 30, 2024, compared to the same periods in 2023.
Current wording
Interest income increased for the three months ended March 31, 2025, compared to the same period in 2024, as a result of higher average cash and investment balances, partially offset by lower rates of return. Interest expense decreased for the three months ended March 31, 2025, compared to the same period in 2024, primarily due to the current period senior notes issuance with a lower interest rate than the senior notes paid off during the period.
Previous wording
Our tax provision for interim periods is determined using an estimate of our annual effective tax rate. We record any changes affecting the estimated annual tax rate in the interim period in which the change occurs, including discrete items.
Current wording
Our tax provision for interim periods is determined using an estimate of our annual effective tax rate. We record any changes affecting the estimated annual effective tax rate in the interim period in which the change occurs, including discrete items.
Previous wording
For the three months ended September 30, 2024, the effective tax rate was 21.7%, compared to 31.2% for the three months ended September 30, 2023. The change in the effective tax rate was primarily due to a nondeductible goodwill impairment and nondeductible mark-to-market charges recorded in the prior year period.
Current wording
For the three months ended March 31, 2025, the effective tax rate was 9.2%, compared to 12.4% for the three months ended March 31, 2024. The change in the effective tax rate was primarily due to nondeductible mark-to-market charges.
Previous wording
Our principal sources of liquidity are typically cash flows generated from operations, cash available under our credit facility as well as our cash and cash equivalents and short-term investment balances, which were $4.9 billion and $4.3 billion at September 30, 2024 and December 31, 2023. As of September 30, 2024, the total cash and cash equivalents and short-term investments held outside the United States was $633 million ($512 million in wholly-owned foreign subsidiaries and $121 million in majority-owned subsidiaries). Our revolving credit facility with aggregate commitments of $2.5 billion was essentially untapped at September 30, 2024.
Current wording
Our principal sources of liquidity are typically cash flows generated from operations, cash available under our credit facility as well as our cash and cash equivalents and short-term investment balances, which were $6.1 billion and $4.5 billion at March 31, 2025 and December 31, 2024. As of March 31, 2025, the total cash and cash equivalents and short-term investments held outside the United States was $509 million ($366 million in wholly-owned foreign subsidiaries and $143 million in majority-owned subsidiaries). Our revolving credit facility with aggregate commitments of $2.5 billion was essentially untapped at March 31, 2025.
Previous wording
Our credit ratings are periodically reviewed by rating agencies. As of September 30, 2024, Moody’s rating was Baa2 with an outlook of “stable,” S&P’s rating was BBB with an outlook of “stable” and Fitch’s rating was BBB- with an outlook of “positive.” Changes in our operating results, cash flows, financial position, capital structure, financial policy or capital allocations to share repurchase, dividends, investments and acquisitions could impact the ratings assigned by the various rating agencies. Should our credit ratings be adjusted downward, we may incur higher costs to borrow and/or limited access to capital markets and interest rates on our 6.25% senior notes, 4.625% senior notes as well as our 2.95% senior notes will increase, which could have a material impact on our financial condition and results of operations.
Current wording
Our credit ratings are periodically reviewed by rating agencies. As of March 31, 2025, Moody’s rating was Baa2 with an outlook of “stable,” S&P’s rating was BBB with an outlook of “stable” and Fitch’s rating was BBB with an outlook of “stable.” Changes in our operating results, cash flows, financial position, capital structure, financial policy or capital allocations to share repurchase, dividends, investments and acquisitions could impact the ratings assigned by the various rating agencies. Should our credit ratings be adjusted downward, we may incur higher costs to borrow and/or limited access to capital markets and interest rates on our 4.625% senior notes as well as our 2.95% senior notes will increase, which could have a material impact on our financial condition and results of operations.
Previous wording
For the nine months ended September 30, 2024, net cash provided by operating activities remained consistent with net cash provided by operating activities in the prior year period.
Current wording
For the three months ended March 31, 2025, net cash provided by operating activities remained consistent with net cash provided by operating activities in the prior year period.
Previous wording
For the nine months ended September 30, 2024, we had net cash used in investing activities of $901 million compared to $635 million in the prior year period. The change was primarily due to net purchases of investments in the current period compared to sales of investments in the prior year period, partially offset by lower current period capital expenditures.
Current wording
For the three months ended March 31, 2025, we had net cash used in investing activities of $384 million compared to $240 million in the prior year period. The change was primarily due to higher net purchases of investments in the current period compared to the prior year period.
Previous wording
For the nine months ended September 30, 2024, net cash used in financing activities primarily included $1.6 billion of cash paid to acquire shares, including the repurchased shares under the authorization discussed below and for treasury stock activity related to the vesting of equity instruments, partially offset by $77 million of proceeds from the exercise of options and employee stock purchase plans. For the nine months ended September 30, 2023, net cash used in financing activities primarily included $1.7 billion of cash paid to acquire shares, including the repurchased shares under repurchase programs and for treasury stock activity related to the vesting of equity instruments, partially offset by $53 million of proceeds from the exercise of options and employee stock purchase plans.
Current wording
For the three months ended March 31, 2025, net cash used in financing activities primarily included the February 2025 redemption of approximately $1 billion of our 6.25% senior notes, $384 million of cash paid to acquire shares, including the repurchased shares under the authorization discussed below and for treasury stock activity related to the vesting of equity instruments, and cash dividend payments of $51 million, partially offset by the February 2025 issuance of 5.4% senior notes with net proceeds of $985 million as well as $25 million of proceeds from the exercise of options and employee stock purchase plans. For the three months ended March 31, 2024, net cash used in financing activities primarily included $643 million of cash paid to acquire shares, including the repurchased shares under repurchase programs and for treasury stock activity related to the vesting of equity instruments, partially offset by $32 million of proceeds from the exercise of options and employee stock purchase plans.
Previous wording
In October 2023, the Executive Committee of the Board of Directors, pursuant to a delegation of authority from the Board, authorized an additional program to repurchase up to $5 billion of our common stock (“2023 Share Repurchase Program”). During the nine months ended September 30, 2024, we repurchased, through open market transactions, 11.2 million shares under 2023 Share Repurchase Program for a total cost of approximately $1.5 billion, excluding transaction costs and excise tax due under the Inflation Reduction Act of 2022. As of September 30, 2024, $3.4 billion remain authorized for repurchase under the 2023 Share Repurchase Program. Our 2023 Share Repurchase Programs does not have fixed expiration dates and does not obligate the Company to acquire any specific number of shares. Under the program, shares may be repurchased in the open market or in privately negotiated transactions. The timing, manner, price and amount of any repurchases will be subject to the discretion of the Company and depend on a variety of factors, including the market price of Expedia Group’s common stock, general market and economic conditions, regulatory requirements and other business considerations.
Current wording
In 2023, the Executive Committee of the Board of Directors, pursuant to a delegation of authority from the Board, authorized an additional program to repurchase up to $5 billion of our common stock (“2023 Share Repurchase Program”). During the three months ended March 31, 2025, we repurchased, through open market transactions, 1.7 million shares under 2023 Share Repurchase Program for a total cost of approximately $330 million, excluding transaction costs and excise tax due under the Inflation Reduction Act of 2022. As of March 31, 2025, $2.9 billion remain authorized for repurchase under the 2023 Share Repurchase Program. Our 2023 Share Repurchase Programs does not have fixed expiration dates and does not obligate the Company to acquire any specific number of shares. Under the program, shares may be repurchased in the open market or in privately negotiated transactions. The timing, manner, price and amount of any repurchases will be subject to the discretion of the Company and depend on a variety of factors, including the market price of Expedia Group’s common stock, general market and economic conditions, regulatory requirements and other business considerations.
Previous wording
Foreign exchange rate changes resulted in a decrease of our cash and restricted cash balances denominated in foreign currency during the nine months ended September 30, 2024 of $11 million compared to $53 million decrease in the prior year period reflecting higher net depreciation in foreign currencies relative to the U.S. dollar in the prior year period.
Current wording
Foreign exchange rate changes resulted in an increase of our cash and restricted cash balances denominated in foreign currency during the three months ended March 31, 2025 of $61 million reflecting a net appreciation in foreign currencies relative to the U.S. dollar compared to $47 million decrease in the prior year period reflecting a net depreciation in foreign currencies relative to the U.S. dollar.
Previous wording
(1)Current liabilities include intercompany payables with non-guarantors of $1.2 billion as of September 30, 2024 and $804 million as of December 31, 2023.
Current wording
(1)Current liabilities include intercompany payables with non-guarantors of $1.4 billion as of March 31, 2025 and $1.2 billion as of December 31, 2024.
Previous wording
(2)Operating income includes net intercompany income with non-guarantors of $471 million for the nine months ended September 30, 2024 and $152 million for the year ended December 31, 2023.
Current wording
(2)Operating income (loss) includes net intercompany income with non-guarantors of $201 million for the three months ended March 31, 2025 and $710 million for the year ended December 31, 2024.