0001075531-22-000022 | 10-Q | XBRL Viewer

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STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate grant-date fair value of performance share units and restricted stock units granted during the period	$ 450
Aggregate fair value of performance share units and restricted stock units vested during the period	363
Performance Share Units \| 2018 and 2019 Grants \| Executive Officers
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Additional stock-based compensation expense as a result of a modification recognized over the remaining requisite service period		$ 40
Restricted Stock Units and Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total future stock-based compensation expense related to unvested share-based awards	$ 850
Total future compensation cost related to unvested share-based awards, expected period of recognition	2 years 3 months 18 days
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total future stock-based compensation expense related to unvested share-based awards	$ 21
Total future compensation cost related to unvested share-based awards, expected period of recognition	10 months 24 days

ACQUISITIONS

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

ACQUISITIONS

In November 2021, the Company entered into an agreement to acquire global flight booking provider Etraveli Group for approximately 1.6 billion Euros ($1.8 billion). Completion of the acquisition is subject to certain closing conditions, including regulatory approvals.

In December 2021, the Company acquired all of the outstanding stock of Getaroom, a business-to-business ("B2B") distributor of hotel rooms, in a cash transaction for $1.3 billion ($1.2 billion, net of cash acquired).

The accounting for the Getaroom acquisition is based on provisional amounts as the allocation of the consideration transferred was not complete for accounting purposes as of March 31, 2022. The following table summarizes the preliminary allocation of the consideration transferred. The amounts allocated to goodwill, intangibles and certain assets and liabilities, and the estimated useful lives of certain assets (and the related amortization expense) are subject to change as the Company continues to identify and measure the assets acquired, liabilities assumed and consideration transferred and evaluate the preliminary valuation and underlying inputs and assumptions.


	(in millions)
Current assets(1)	$	174
Identifiable intangible assets(2)	423
Goodwill(3)	1,020
Other noncurrent assets	10
Current liabilities	(198)
Deferred income taxes	(92)
Other noncurrent liabilities(4)	(41)
Total consideration	$	1,296

(1) Includes cash and restricted cash acquired of $116 million.

(2) Acquired definite-lived intangible assets consist of supply and distribution agreements with an estimated value of $299 million and weighted-average useful life of 10 years and technology assets with an estimated value of $124 million and weighted-average useful life of 4 years.

(3) Goodwill, which is not tax deductible, reflects the synergies expected from combining the technology and expertise of Getaroom and Priceline.

(4) Includes liabilities of $38 million principally related to travel transaction taxes.

ACQUISITIONS (Tables)

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary allocation of the consideration transferred. The amounts allocated to goodwill, intangibles and certain assets and liabilities, and the estimated useful lives of certain assets (and the related amortization expense) are subject to change as the Company continues to identify and measure the assets acquired, liabilities assumed and consideration transferred and evaluate the preliminary valuation and underlying inputs and assumptions.


	(in millions)
Current assets(1)	$	174
Identifiable intangible assets(2)	423
Goodwill(3)	1,020
Other noncurrent assets	10
Current liabilities	(198)
Deferred income taxes	(92)
Other noncurrent liabilities(4)	(41)
Total consideration	$	1,296

(1) Includes cash and restricted cash acquired of $116 million.

(3) Goodwill, which is not tax deductible, reflects the synergies expected from combining the technology and expertise of Getaroom and Priceline.

(4) Includes liabilities of $38 million principally related to travel transaction taxes.

GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS - Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Finite-lived intangible assets
Gross Carrying Amount	$ 3,548		$ 3,561
Accumulated Amortization	(1,551)		(1,504)
Net Carrying Amount	1,997		2,057
Amortization expense	56	$ 41
Cumulative impairment charges related to goodwill	2,000		2,000
Supply and distribution agreements
Finite-lived intangible assets
Gross Carrying Amount	1,398		1,407
Accumulated Amortization	(608)		(591)
Net Carrying Amount	$ 790		816
Supply and distribution agreements \| Minimum
Finite-lived intangible assets
Amortization Period	3 years
Supply and distribution agreements \| Maximum
Finite-lived intangible assets
Amortization Period	20 years
Technology
Finite-lived intangible assets
Gross Carrying Amount	$ 296		297
Accumulated Amortization	(160)		(151)
Net Carrying Amount	$ 136		146
Technology \| Minimum
Finite-lived intangible assets
Amortization Period	2 years
Technology \| Maximum
Finite-lived intangible assets
Amortization Period	7 years
Internet domain names
Finite-lived intangible assets
Gross Carrying Amount	$ 40		41
Accumulated Amortization	(36)		(36)
Net Carrying Amount	$ 4		5
Internet domain names \| Minimum
Finite-lived intangible assets
Amortization Period	5 years
Internet domain names \| Maximum
Finite-lived intangible assets
Amortization Period	20 years
Trade names
Finite-lived intangible assets
Gross Carrying Amount	$ 1,812		1,814
Accumulated Amortization	(745)		(724)
Net Carrying Amount	$ 1,067		1,090
Trade names \| Minimum
Finite-lived intangible assets
Amortization Period	4 years
Trade names \| Maximum
Finite-lived intangible assets
Amortization Period	20 years
Other intangible assets
Finite-lived intangible assets
Gross Carrying Amount	$ 2		2
Accumulated Amortization	(2)		(2)
Net Carrying Amount	$ 0		$ 0
Other intangible assets \| Maximum
Finite-lived intangible assets
Amortization Period	15 years

GOODWILL, INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

The Company's intangible assets at March 31, 2022 and December 31, 2021 consist of the following (in millions):


	March 31, 2022						December 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Amortization Period
Supply and distribution agreements	$	1,398	$	(608)	$	790	$	1,407	$	(591)	$	816	3 - 20 years

Technology	296		(160)		136		297		(151)		146		2 - 7 years

Internet domain names	40		(36)		4		41		(36)		5		5 - 20 years

Trade names	1,812		(745)		1,067		1,814		(724)		1,090		4 - 20 years

Other intangible assets	2		(2)		—		2		(2)		—		Up to 15 years
Total intangible assets	$	3,548	$	(1,551)	$	1,997	$	3,561	$	(1,504)	$	2,057

REVENUE - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 2,695	$ 1,141
Online accommodation reservation services \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	86.00%	86.00%
Other sources of online travel reservation services and advertising and other revenues \| Revenue Benchmark \| Product Concentration Risk \| Maximum
Disaggregation of Revenue [Line Items]
Concentration risk percentage	10.00%	10.00%
United States
Disaggregation of Revenue [Line Items]
Revenues	$ 475	$ 197
The Netherlands
Disaggregation of Revenue [Line Items]
Revenues	1,969	811
Other
Disaggregation of Revenue [Line Items]
Revenues	$ 251	$ 133

ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS

Accounts receivable in the Consolidated Balance Sheets at March 31, 2022 and December 31, 2021 includes receivables from customers of $1.1 billion and receivables from payment processors and networks of $545 million and $343 million, respectively. The remaining balance principally relates to receivables from marketing affiliates. The Company’s receivables are short-term in nature. In addition, the Company had prepayments to certain customers of $51 million and $67 million included in "Prepaid expenses, net" and $20 million and $18 million included in "Other assets, net" in the Consolidated Balance Sheets at March 31, 2022 and December 31, 2021, respectively. The amounts mentioned above are stated on gross basis, before deducting the allowance for expected credit losses.

Significant judgments and assumptions are required to estimate the allowance for expected credit losses and such assumptions may change in future periods, particularly the assumptions related to the business prospects and financial condition of customers and marketing affiliates, including the impact of the COVID-19 pandemic, and the Company’s ability to collect the receivable or recover the prepayment.

The following table summarizes the activity of the allowance for expected credit losses on receivables (in millions):


	Three Months Ended March 31,
	2022		2021
Balance, beginning of year	$	101	$	166
Provision charged to expense	30		(12)
Write-offs and adjustments	(28)		(57)
Foreign currency translation adjustments	(1)		(3)
Balance, end of period	$	102	$	94

In addition to the allowance for expected credit losses on receivables, the Company recorded an allowance for expected credit losses on prepayments to certain customers, which are included in "Prepaid expenses, net" and "Other assets, net" in the Consolidated Balance Sheets. The following table summarizes the activity of the allowance for expected credit losses on prepayments to customers (in millions):


	Three Months Ended March 31,
	2022		2021
Balance, beginning of year	$	47	$	55
Provision charged to expense	(3)		2
Write-offs and adjustments	(1)		(1)

Balance, end of period	$	43	$	56

TREASURY STOCK

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

TREASURY STOCK

At March 31, 2022 and December 31, 2021, the Company had a total remaining authorization of $9.5 billion and $10.4 billion, respectively, to repurchase its common stock under a program authorized by the Company's Board of Directors in 2019 to repurchase up to $15.0 billion of the Company's common stock. The Company expects to complete repurchases under the remaining authorization within the next three years assuming the travel recovery continues and the Company is able to meet the minimum liquidity required by the credit facility amendment. See Note 9 for a description of the impact of the 2020 credit facility amendment on the Company's ability to repurchase shares. Additionally, the Board of Directors has given the Company the general authorization to repurchase shares of its common stock withheld to satisfy employee withholding tax obligations related to stock-based compensation.

The following table summarizes the Company's stock repurchase activities during the three months ended March 31, 2022 and 2021 (in millions, except for shares, which are reflected in thousands):


	Three Months Ended March 31,
		2022	2021
			Shares	Amount		Shares	Amount
Authorized stock repurchase programs			414	$	948	—	$	—
General authorization for shares withheld on stock award vesting			73	152		64	146
Total			487	$	1,100	64	$	146

Stock repurchases of $30 million in March 2022 were settled in April 2022. In addition, in April 2022, the Company repurchased approximately $325 million of its common stock.

For the three months ended March 31, 2022 and 2021, the Company remitted employee withholding taxes of $131 million and $137 million, respectively, to the tax authorities, which is different from the aggregate cost of the shares withheld for taxes for each period due to the timing in remitting the taxes. The cash remitted to the tax authorities is included in financing activities in the Unaudited Consolidated Statements of Cash Flows.

DEBT

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

DEBT

Revolving Credit Facility

In August 2019, the Company entered into a $2.0 billion five-year unsecured revolving credit facility with a group of lenders. The revolving credit facility provides for the issuance of up to $80 million of letters of credit as well as borrowings of up to $100 million on same-day notice, referred to as swingline loans. Other than swingline loans, which are available only in U.S. Dollars, borrowings and letters of credit under the revolving credit facility may be made in U.S. Dollars, Euros, British Pounds Sterling, and any other foreign currency agreed to by the lenders. The proceeds of loans made under the facility can be used for working capital and general corporate purposes, including acquisitions, share repurchases, and debt repayments. At March 31, 2022 and December 31, 2021, there were no borrowings outstanding and $5 million and $4 million, respectively, of letters of credit issued under this revolving credit facility.

The revolving credit facility contains a maximum leverage ratio covenant, compliance with which is a condition to the Company's ability to borrow thereunder. The 2020 amendment to the credit facility increased the permitted maximum leverage ratio through and including the three months ending March 31, 2023. Under the amendment, the Company may not declare or make any cash distribution or repurchase any of its shares (with certain exceptions including in connection with tax withholding related to shares issued to employees) unless (i) prior to the delivery of financial statements for the three months ending June 30, 2022, it has at least $6.0 billion of liquidity on a pro forma basis, based on unrestricted cash, cash equivalents, short-term investments, and unused capacity under the revolving credit facility and (ii) after the delivery of financial statements for the three months ending June 30, 2022, it is in compliance on a pro forma basis with the maximum leverage ratio covenant then in effect. Such restriction ends upon delivery of financial statements required for the three months ending June 30, 2023, or the Company has the ability to terminate this restriction earlier if it demonstrates compliance with the original maximum leverage ratio covenant in the revolving credit facility.

Outstanding Debt

Outstanding debt at March 31, 2022 consists of the following (in millions):


March 31, 2022	Outstanding Principal Amount		Unamortized Debt Discount and Debt Issuance Cost		Carrying Value
Current liabilities:
2.15% (€750 Million) Senior Notes due November 2022	$	834	$	—	$	834
2.75% Senior Notes due March 2023	500		(1)		499
Total current liabilities	$	1,334	$	(1)	$	1,333

Long-term debt:
2.375% (€1 Billion) Senior Notes due September 2024	$	1,113	$	(5)	$	1,108
3.65% Senior Notes due March 2025	500		(1)		499
0.1% (€950 Million) Senior Notes due March 2025	1,057		(4)		1,053
0.75% Convertible Senior Notes due May 2025	863		(12)		851
3.6% Senior Notes due June 2026	1,000		(4)		996
1.8% (€1 Billion) Senior Notes due March 2027	1,113		(3)		1,110
3.55% Senior Notes due March 2028	500		(2)		498
0.5% (€750 Million) Senior Notes due March 2028	834		(5)		829
4.625% Senior Notes due April 2030	1,500		(9)		1,491
Total long-term debt	$	8,480	$	(45)	$	8,435

Outstanding debt at December 31, 2021 consists of the following (in millions):


December 31, 2021	Outstanding Principal Amount		Unamortized Debt Discount and Debt Issuance Cost		Carrying Value
Current Liabilities:
0.8% (€1 Billion) Senior Notes due March 2022	$	1,137	$	—	$	1,137
2.15% (€750 Million) Senior Notes due November 2022	853		(1)		852
Total current liabilities	$	1,990	$	(1)	$	1,989

Long-term debt:
2.75% Senior Notes due March 2023	$	500	$	(1)	$	499
2.375% (€1 Billion) Senior Notes due September 2024	1,137		(5)		1,132
3.65% Senior Notes due March 2025	500		(1)		499
0.1% (€950 Million) Senior Notes due March 2025	1,080		(4)		1,076
0.75% Convertible Senior Notes due May 2025	863		(99)		764
3.6% Senior Notes due June 2026	1,000		(4)		996
1.8% (€1 Billion) Senior Notes due March 2027	1,137		(3)		1,134
3.55% Senior Notes due March 2028	500		(2)		498
0.5% (€750 Million) Senior Notes due March 2028	853		(5)		848
4.625% Senior Notes due April 2030	1,500		(9)		1,491
Total long-term debt	$	9,070	$	(133)	$	8,937

Fair Value of Debt

At March 31, 2022 and December 31, 2021, the estimated fair value of the outstanding debt was approximately $10.4 billion and $12.1 billion, respectively, and was considered a "Level 2" fair value measurement (see Note 6). Fair value was estimated based upon actual trades at the end of the reporting period or the most recent trade available as well as the Company's stock price at the end of the reporting period. The estimated fair value of the Company's debt in excess of the outstanding principal amount at March 31, 2022 and December 31, 2021 primarily relates to the conversion premium on the convertible senior notes due in May 2025 and the outstanding senior notes due in April 2030.

Convertible Senior Notes

In April 2020, the Company issued $863 million aggregate principal amount of convertible senior notes due in May 2025 with an interest rate of 0.75% (the "May 2025 Notes"). The Company paid $19 million in debt issuance costs during the year ended December 31, 2020 related to this offering. The May 2025 Notes are convertible, subject to certain conditions, into the Company's common stock at a conversion price of $1,886.44 per share. The May 2025 Notes are convertible, at the option of the holder, prior to November 1, 2024, upon the occurrence of specific events, including but not limited to a change in control, or if the closing sales price of the Company's common stock for at least 20 trading days in the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is more than 130% of the conversion price in effect for the notes on the last trading day of the immediately preceding quarter. In the event that all or substantially all of the Company's common stock is acquired on or prior to the maturity of the May 2025 Notes in a transaction in which the consideration paid to holders of the Company's common stock consists of all or substantially all cash, the Company would be required to make additional payments in the form of additional shares of common stock to the holders of the May 2025 Notes in an aggregate value ranging from $0 to $235 million depending upon the date of the transaction and the then current stock price of the Company. Starting on November 1, 2024, holders will have the right to convert all or any portion of the May 2025 Notes, regardless of the Company's stock price. The May 2025 Notes may not be redeemed by the Company prior to maturity. The holders may require the Company to repurchase the May 2025 Notes for cash in certain circumstances. Interest on the May 2025 Notes is payable on May 1 and November 1 of each year. If the note holders exercise their option to convert, the Company delivers cash to repay the principal amount of the notes and delivers shares of common stock or cash, at its option, to satisfy the conversion value in excess of the principal amount. Based on the closing price of the Company's common stock for the prescribed measurement periods for the three months ended March 31, 2022 and December 31, 2021, the contingent conversion thresholds on the May 2025 Notes were not exceeded and therefore the notes were not convertible. At March 31, 2022 and December 31, 2021, the estimated fair value of the May 2025 Notes was $1.3 billion and was considered a "Level 2" fair value measurement (see Note 6).

On January 1, 2022, the Company adopted the new accounting standards update relating to convertible instruments (see Note 1). The following table summarizes the interest expenses and weighted-average effective interest rates related to the convertible senior notes (in millions, except for interest rates). The remaining period for amortization of debt issuance costs and debt discount, as applicable, is the period until the stated maturity date for the respective debt. The adoption of the new accounting standards update resulted in a decrease of $6 million in "Interest expense" and "Loss before income taxes" in the Unaudited Consolidated Statement of Operations for the three months ended March 31, 2022.


	For the Three Months Ended March 31,
		2022			2021
Coupon interest expense		$	2		$	4
Amortization of debt discount and debt issuance costs		1			14
Total interest expense		$	3		$	18

Weighted-average effective interest rate		1.2		%	3.9		%

Other Senior Notes

In March 2022, the Company repaid $1.1 billion on the maturity of senior notes with an interest rate of 0.8% and principal amount of 1.0 billion Euros.

In March 2021, the Company issued Senior Notes due March 2025 with an interest rate of 0.1% for an aggregate principal amount of 950 million Euros and Senior Notes due March 2028 with an interest rate of 0.5% for an aggregate principal amount of 750 million Euros. The proceeds from the issuance of these senior notes were used to redeem the Senior Notes due April 2025 and the Senior Notes due April 2027.

Other senior notes had a total carrying value of $8.9 billion and $10.2 billion at March 31, 2022 and December 31, 2021, respectively. Debt discount and debt issuance costs are amortized using the effective interest rate method over the period from the origination date through the stated maturity date.

The following table summarizes the interest expenses related to other senior notes (in millions):


	For the Three Months Ended March 31,
		2022		2021
Coupon interest expense		$	58	$	78
Amortization of debt discount and debt issuance costs		3		2
Total interest expense		$	61	$	80

The Company designates certain portions of the aggregate principal value of the Euro-denominated debt as a hedge of the foreign currency exposure of the net investment in certain Euro functional currency subsidiaries. For the three months ended March 31, 2022 and 2021, the carrying value of the portion of Euro-denominated debt, designated as a net investment hedge, ranged from $5.0 billion to $5.6 billion and from $2.7 billion to $2.8 billion, respectively.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

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+ Details

OTHER - Narrative (Details) € in Millions, $ in Millions	3 Months Ended
OTHER - Narrative (Details) € in Millions, $ in Millions	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Mar. 31, 2022 EUR (€)	Mar. 31, 2021 EUR (€)
Income Tax Holiday [Line Items]
Noncash investing activity related to additions to property and equipment	$ 18	$ 10
Tax and Customs Administration, Netherlands
Income Tax Holiday [Line Items]
Prepaid taxes	$ 60	$ 175	€ 54	€ 149

ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS (Tables)

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Activity of the allowance for expected credit losses on receivables

The following table summarizes the activity of the allowance for expected credit losses on receivables (in millions):


	Three Months Ended March 31,
	2022		2021
Balance, beginning of year	$	101	$	166
Provision charged to expense	30		(12)
Write-offs and adjustments	(28)		(57)
Foreign currency translation adjustments	(1)		(3)
Balance, end of period	$	102	$	94

Activity of the allowance for expected credit losses on prepayments to customers

The following table summarizes the activity of the allowance for expected credit losses on prepayments to customers (in millions):


	Three Months Ended March 31,
	2022		2021
Balance, beginning of year	$	47	$	55
Provision charged to expense	(3)		2
Write-offs and adjustments	(1)		(1)

Balance, end of period	$	43	$	56

BASIS OF PRESENTATION (Policies)	3 Months Ended
BASIS OF PRESENTATION (Policies)	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Management of Booking Holdings Inc. (the "Company") is responsible for the Unaudited Consolidated Financial Statements included in this document. The Unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operating results. The Company prepared the Unaudited Consolidated Financial Statements following the requirements of the Securities and Exchange Commission ("SEC") for interim reporting. As permitted under those rules, the Company condensed or omitted certain footnotes or other financial information that are normally required by U.S. GAAP for annual financial statements. These statements should be read in combination with the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2021. The Unaudited Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, including acquired businesses from the dates of acquisition. All intercompany accounts and transactions have been eliminated in consolidation. The functional currency of the Company's subsidiaries is generally the respective local currency. For international operations, assets and liabilities are translated into U.S. Dollars at the rate of exchange existing at the balance sheet date. Income statement amounts are translated at monthly average exchange rates applicable for the period. Translation gains and losses are included as a component of "Accumulated other comprehensive loss" in the accompanying Consolidated Balance Sheets. Foreign currency transaction gains and losses are included in "Other income (expense), net" in the Unaudited Consolidated Statements of Operations. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be the same as those for any subsequent quarter or the full year.
Reclassification	Reclassification Certain amounts from prior periods have been reclassified to conform to the current period presentation.
Recent Accounting Pronouncements Adopted	Recent Accounting Pronouncements Adopted Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity On January 1, 2022, the Company adopted the new accounting standards update relating to convertible instruments and contracts in an entity’s own equity. Compared to legacy U.S. GAAP, the accounting standards update reduces the number of accounting models for convertible debt instruments, requires fewer embedded conversion features to be separately recognized from the host contract, and amends certain guidance to reduce form-over-substance-based accounting conclusions. Under the updated guidance, upon the initial recognition of convertible debt, the Company presents the entire amount attributable to the debt as a liability. The initial carrying amount of the convertible debt liability is reduced by any direct and incremental issuance costs paid to third parties that are associated with the convertible debt issuance. No amount attributable to the debt is initially recognized within equity unless the instrument is issued at a substantial premium. In calculating diluted earnings per share, the accounting standards update also requires the use of the if-converted method for the Company’s convertible debt. The Company adopted the accounting standards update on a modified retrospective basis applied to the 0.75% convertible senior notes due May 2025 (see Note 9) resulting in an increase of $30 million to "Retained earnings" as of January 1, 2022. The significant corresponding balance sheet changes as of that date were an increase of $86 million to "Long-term debt" and decreases of $96 million to "Additional paid-in capital" and $21 million to "Deferred income taxes". For the Company’s convertible debt, interest expense for the periods beginning after January 1, 2022 is reflected in the financial statements using interest rates that are closer to the coupon interest rate of the debt rather than the higher imputed interest expense that resulted from the separation of conversion features required by legacy U.S. GAAP. See Note 4 for additional information on net income per share calculations.

DEBT - Narrative (Details) $ / shares in Units, € in Millions	1 Months Ended			3 Months Ended		12 Months Ended
	Mar. 31, 2022 USD ($)	Apr. 30, 2020 USD ($) day $ / shares	Aug. 31, 2019 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Mar. 31, 2022 EUR (€)	Dec. 31, 2021 USD ($)	Dec. 31, 2021 EUR (€)	Mar. 31, 2021 EUR (€)
Debt Instrument
Repayments of Senior Debt				$ 1,102,000,000	$ 0
Revolving Credit Facility
Debt Instrument
Revolving credit facility, maximum borrowing capacity			$ 2,000,000,000
Revolving credit facility, term			5 years
Line of credit, borrowings outstanding	$ 0			0				$ 0
Debt instrument, covenant, pro forma liquidity required for distribution and share repurchases						$ 6,000,000,000
Letter of Credit
Debt Instrument
Revolving credit facility, maximum borrowing capacity			$ 80,000,000
Letters of credit issued	5,000,000			5,000,000				4,000,000
Swingline Loans
Debt Instrument
Revolving credit facility, maximum borrowing capacity			$ 100,000,000
Senior Notes
Debt Instrument
Aggregate principal amount	1,334,000,000			1,334,000,000				1,990,000,000
Level 2
Debt Instrument
Estimated market value of outstanding debt	$ 10,400,000,000			$ 10,400,000,000				$ 12,100,000,000
0.8% Senior Notes Due March 2022 \| Senior Notes
Debt Instrument
Aggregate principal amount \| €							€ 1,000		€ 1,000
Stated interest rate	0.80%			0.80%			0.80%	0.80%	0.80%
Repayments of Senior Debt	$ 1,100,000,000
Aggregate principal amount								$ 1,137,000,000
Euro-Denominated Debt \| Designated as Hedging Instrument \| Minimum
Debt Instrument
Carrying value of the portions of euro-denominated debt designated as a net investment hedge				$ 5,000,000,000	2,700,000,000
Euro-Denominated Debt \| Designated as Hedging Instrument \| Maximum
Debt Instrument
Carrying value of the portions of euro-denominated debt designated as a net investment hedge				$ 5,600,000,000	$ 2,800,000,000
Convertible Debt \| 0.75% Convertible Senior Notes due May 2025
Debt Instrument
Aggregate principal amount		$ 863,000,000
Stated interest rate	0.75%	0.75%		0.75%			0.75%	0.75%	0.75%
Payments of debt issuance costs						$ 19,000,000
Conversion price (in dollars per share) \| $ / shares		$ 1,886.44
Ratio of closing share price to conversion price as a condition for conversion of the convertible notes, minimum (Percentage)		130.00%
Aggregate principal amount	$ 863,000,000			$ 863,000,000				$ 863,000,000
Convertible Debt \| 0.75% Convertible Senior Notes due May 2025 \| Minimum
Debt Instrument
Minimum and maximum consecutive days the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) \| day		20
Additional payment to debt holder, settled In shares, aggregate value		$ 0
Convertible Debt \| 0.75% Convertible Senior Notes due May 2025 \| Maximum
Debt Instrument
Minimum and maximum consecutive days the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) \| day		30
Additional payment to debt holder, settled In shares, aggregate value		$ 235,000,000
Convertible Debt \| 0.75% Convertible Senior Notes due May 2025 \| Level 2
Debt Instrument
Estimated market value of outstanding debt	1,300,000,000			1,300,000,000				1,300,000,000
Senior Notes
Debt Instrument
Carrying value of long-term debt	$ 8,900,000,000			$ 8,900,000,000				$ 10,200,000,000
Senior Notes \| 0.1% (€950 Million) Senior Notes due March 2025
Debt Instrument
Aggregate principal amount \| €							€ 950		€ 950
Stated interest rate	0.10%			0.10%			0.10%	0.10%	0.10%	0.10%
Aggregate principal amount	$ 1,057,000,000			$ 1,057,000,000				$ 1,080,000,000		€ 950
Senior Notes \| 0.5% (€750 Million) Senior Notes due March 2028
Debt Instrument
Aggregate principal amount \| €							€ 750		€ 750
Stated interest rate	0.50%			0.50%			0.50%	0.50%	0.50%	0.50%
Aggregate principal amount	$ 834,000,000			$ 834,000,000				$ 853,000,000		€ 750

ACQUISITIONS - Allocation (Details) - USD ($)
$ in Millions

Mar. 31, 2022

Dec. 31, 2021

Business Acquisition [Line Items]

Goodwill

$ 2,878

$ 2,887

Getaroom

Business Acquisition [Line Items]

Current assets

^[1]

174

Identifiable intangible assets

^[2]

423

Goodwill

^[3]

1,020

Other noncurrent assets

Current liabilities

(198)

Deferred income taxes

(92)

Other noncurrent liabilities

^[4]

(41)

Total consideration

$ 1,296

[1]	Includes cash and restricted cash acquired of $116 million.
[2]	Acquired definite-lived intangible assets consist of supply and distribution agreements with an estimated value of $299 million and weighted-average useful life of 10 years and technology assets with an estimated value of $124 million and weighted-average useful life of 4 years.
[3]	Goodwill, which is not tax deductible, reflects the synergies expected from combining the technology and expertise of Getaroom and Priceline.
[4]	Includes liabilities of $38 million principally related to travel transaction taxes.

INVESTMENTS (Tables)

3 Months Ended

Mar. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Investments by Major Security Type

The following table summarizes, by major security type, the Company's investments at March 31, 2022 (in millions):


	Cost		Gross Unrealized Gains /Upward Adjustments		Gross Unrealized Losses /Downward Adjustments		Carrying Value
Short-term investments:

Debt securities	$	25	$	—	$	(1)	$	24

Long-term investments:


Equity securities of private companies	$	78	$	259	$	—	$	337



Equity securities with readily determinable fair values	1,165		1,153		(455)		1,863
Total	$	1,243	$	1,412	$	(455)	$	2,200

The following table summarizes, by major security type, the Company's investments at December 31, 2021 (in millions):


	Cost		Gross Unrealized Gains/Upward Adjustments		Gross Unrealized Losses/Downward Adjustments		Carrying Value
Short-term investments:

Debt securities	$	25	$	—	$	—	$	25







Long-term investments:


Equity securities of private companies	$	66	$	259	$	—	$	325







Equity securities with readily determinable fair values	1,165		1,990		(305)		2,850
Total	$	1,231	$	2,249	$	(305)	$	3,175

UNAUDITED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Accounts receivable, allowance for expected credit losses	$ 102	$ 101
Prepaid expenses, allowance for expected credit losses, current	23	29
Other assets, allowance for expected credit losses, noncurrent	$ 20	$ 18
Common stock, par value (in dollars per share)	$ 0.008	$ 0.008
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	63,759,178	63,584,444
Treasury stock, shares (in shares)	23,004,503	22,518,391

COMMITMENTS AND CONTINGENCIES (Details) ₺ in Millions, € in Millions, $ in Millions			1 Months Ended																			3 Months Ended		24 Months Ended
	Feb. 08, 2022 USD ($)	Feb. 08, 2022 EUR (€)	Feb. 28, 2022 USD ($)	Feb. 28, 2022 EUR (€)	Dec. 31, 2021 USD ($)	Dec. 31, 2021 EUR (€)	Dec. 31, 2021 TRY (₺)	Aug. 31, 2021 USD ($)	Aug. 31, 2021 EUR (€)	Jun. 30, 2021 USD ($)	Jun. 30, 2021 EUR (€)	Mar. 31, 2021 USD ($)	Mar. 31, 2021 EUR (€)	Dec. 31, 2019 USD ($)	Dec. 31, 2019 EUR (€)	Jan. 31, 2019 USD ($)	Jan. 31, 2019 EUR (€)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 EUR (€)	Dec. 31, 2015 USD ($)	Dec. 31, 2015 EUR (€)	Mar. 31, 2022 USD ($)	Mar. 31, 2022 EUR (€)	Dec. 31, 2019 USD ($)	Dec. 31, 2019 TRY (₺)	Mar. 31, 2022 EUR (€)	Dec. 31, 2021 EUR (€)	Mar. 31, 2021 EUR (€)	Dec. 31, 2020 USD ($)	Dec. 31, 2020 EUR (€)	Sep. 30, 2020 USD ($)	Sep. 30, 2020 EUR (€)
Commitments and Contingencies
Unrecognized tax benefits					$ 120																	$ 119
French Tax Audit
Commitments and Contingencies
Unrecognized tax benefits																													$ 59	€ 50
Estimated reasonably possible loss in excess of amount accrued																						22				€ 20
Italian Tax Audit
Commitments and Contingencies
Unrecognized tax benefits												$ 16																€ 13
Expected required prepayment deposit or bank guarantees																						45	€ 41
Turkish Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties																								$ 56	₺ 824
Payment required to appeal a litigation matter or avoid collection enforcement					8		₺ 118
Pension-related litigation
Commitments and Contingencies
Estimated reasonably possible loss in excess of amount accrued																						335				301
Standby Letters of Credit or Bank Guarantees
Commitments and Contingencies
Letters of credit issued					511																	686
Headquarters
Commitments and Contingencies
Contractual obligation																						9				8
Headquarters \| Headquarters Vendors
Commitments and Contingencies
Contractual obligation																						17				15
Headquarters \| Ground Lease
Commitments and Contingencies
Remaining lease payments																						75				68
Other assets, net \| Italian Tax Audit
Commitments and Contingencies
Unrecognized tax benefits					6																	$ 6				€ 5	€ 5
Tax Year 2013 \| French Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties														$ 78	€ 70
Tax Year 2013 \| Italian Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties																		$ 53	€ 48
Payment required to appeal a litigation matter or avoid collection enforcement														11	10
Tax Year 2014 \| Italian Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties														64	58
Tax Year 2015 \| Italian Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties												$ 35	€ 31
Tax Years 2013 And 2014 \| Italian Tax Audit
Commitments and Contingencies
Unrecognized tax benefits																															$ 5	€ 4
Tax Years 2013 Through 2019 \| Italian Tax Audit
Commitments and Contingencies
Loss Contingency, Tax, Recommended Assessment										$ 171	€ 154
Tax Years 2006 Through 2012 \| French Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties																				$ 396	€ 356
Payment required to appeal a litigation matter or avoid collection enforcement																$ 396	€ 356
Tax Years 2011 Through 2015 \| French Tax Assessment, transfer taxes
Commitments and Contingencies
Assessed taxes including interest and penalties														$ 44	€ 39
Tax Years 2011 Through 2012 \| French Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties	$ (4)	€ (3)
Tax Years 2014 Through 2015 \| Italian Tax Audit
Commitments and Contingencies
Payment required to appeal a litigation matter or avoid collection enforcement			$ 26	€ 23
Tax Years 2016 Through 2018 \| French Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties					$ 86	€ 78
Tax Years 2016 Through 2018 \| Italian Tax Audit
Commitments and Contingencies
Assessed taxes including interest and penalties								$ 127	€ 114

STOCK-BASED COMPENSATION - Summary of Stock Option Activity (Details) - Stock Options - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Number of Shares
Balance (in shares), December 31, 2021	135,851
Exercised (in shares)	(2,386)
Forfeited (in shares)	(3,085)
Balance (in shares), March 31, 2022	130,380	135,851
Exercisable (in shares), March 31, 2022	1,317
Weighted-average Exercise Price
Balance (in dollars per share), December 31, 2021	$ 1,407
Exercised (in dollars per share)	1,411
Forfeited (in dollars per share)	1,411
Balance (in dollars per share), March 31, 2022	1,407	$ 1,407
Exercisable (in dollars per share), March 31, 2022	$ 1,015
Aggregate Intrinsic Value
Balance	$ 123	$ 135
Exercisable	$ 2
Weighted-average Remaining Contractual Term
Balance	8 years	8 years 3 months 18 days
Exercisable	1 year 1 month 6 days

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Net loss	$ (700)	$ (55)
Other comprehensive loss, net of tax
Foreign currency translation adjustments	(38)	(30)
Unrealized losses on cash flow hedges	0	(11)
Net unrealized losses on available-for-sale securities	(1)	(1)
Total other comprehensive loss, net of tax	(39)	(42)
Comprehensive loss	$ (739)	$ (97)

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

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+ Details

OTHER

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

OTHER

Unaudited Consolidated Statements of Cash Flows: Additional Information

Restricted cash and cash equivalents at March 31, 2022 and December 31, 2021 principally relates to the minimum cash requirement for the Company's travel-related insurance business. The following table reconciles cash and cash equivalents and restricted cash and cash equivalents reported in the Consolidated Balance Sheets to the total amounts shown in the Unaudited Consolidated Statements of Cash Flows (in millions):


	March 31, 2022		December 31, 2021
	(Unaudited)
As included in the Consolidated Balance Sheets:
Cash and cash equivalents	$	10,549	$	11,127
Restricted cash and cash equivalents (1)	25		25
Cash included in assets held for sale (1) (2)	4		—
Total cash and cash equivalents and restricted cash and cash equivalents as shown in the Unaudited Consolidated Statements of Cash Flows	$	10,578	$	11,152

(1) Included in "Other current assets" in the Consolidated Balance Sheets.

(2) See Note 15 for additional information related to assets held for sale.

During the three months ended March 31, 2022 and 2021, the Company prepaid Netherlands income taxes of 54 million Euros ($60 million) and 149 million Euros ($175 million), respectively.

Noncash investing activity related to additions to property and equipment, including stock-based compensation and accrued liabilities, was $18 million and $10 million for the three months ended March 31, 2022 and 2021, respectively.

EARNINGS PER SHARE (Policies)	3 Months Ended
EARNINGS PER SHARE (Policies)	Mar. 31, 2022
Earnings Per Share [Abstract]
Earnings Per Share	The Company computes basic net loss per share by dividing net loss applicable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is based upon the weighted-average number of common and common equivalent shares outstanding during the period. Common equivalent shares related to stock options, restricted stock units and performance share units are calculated using the treasury stock method. Performance share units are included in the weighted-average common equivalent shares based on the number of shares that would be issued if the end of the reporting period were the end of the performance period, if the result would be dilutive. The Company's convertible senior notes have net share settlement features requiring the Company upon conversion to settle the principal amount of the debt for cash and the conversion premium for cash or shares of the Company's common stock, at the Company's option. If the conversion prices for the convertible senior notes exceed the Company's average stock price for the period, the convertible senior notes generally have no impact on diluted net income/loss per share. For periods prior to January 1, 2022, the treasury stock method was used for convertible senior notes in the calculation of diluted net income per share. Following the adoption of the accounting standards update on January 1, 2022 (see Note 1), the if-converted method is used for all periods after that date.

INVESTMENTS

3 Months Ended

Mar. 31, 2022

Investments, Debt and Equity Securities [Abstract]

INVESTMENTS

The following table summarizes, by major security type, the Company's investments at March 31, 2022 (in millions):


	Cost		Gross Unrealized Gains /Upward Adjustments		Gross Unrealized Losses /Downward Adjustments		Carrying Value
Short-term investments:

Debt securities	$	25	$	—	$	(1)	$	24

Long-term investments:


Equity securities of private companies	$	78	$	259	$	—	$	337



Equity securities with readily determinable fair values	1,165		1,153		(455)		1,863
Total	$	1,243	$	1,412	$	(455)	$	2,200

The following table summarizes, by major security type, the Company's investments at December 31, 2021 (in millions):


	Cost		Gross Unrealized Gains/Upward Adjustments		Gross Unrealized Losses/Downward Adjustments		Carrying Value
Short-term investments:

Debt securities	$	25	$	—	$	—	$	25







Long-term investments:


Equity securities of private companies	$	66	$	259	$	—	$	325







Equity securities with readily determinable fair values	1,165		1,990		(305)		2,850
Total	$	1,231	$	2,249	$	(305)	$	3,175

Short-term investments in debt securities are included in "Other current assets" in the Consolidated Balance Sheets.

Equity securities with readily determinable fair values include the Company's investments in Meituan, Grab Holdings Limited ("Grab"), and DiDi Global Inc. ("DiDi") with fair values of $1.6 billion, $148 million, and $98 million, respectively, at March 31, 2022 and $2.3 billion, $301 million, and $195 million at December 31, 2021, respectively, which are included in "Long-term investments" in the Consolidated Balance Sheets. Net unrealized losses of $728 million, $153 million, and $97 million for the three months ended March 31, 2022 related to Meituan, Grab, and DiDi, respectively, and net unrealized gains of $29 million for the three months ended March 31, 2021 related to Meituan, are included in "Other income (expense), net" in the Unaudited Consolidated Statements of Operations. In April 2022, DiDi announced that a shareholders' meeting will be held in May 2022 to consider the delisting of its American Depositary Shares ("ADSs") from the New York Stock Exchange and that it will not apply for listing of its shares on any other stock exchange before completion of the delisting. As of May 3, 2022, the market prices of DiDi's ADSs and Grab's shares decreased by 20% and 10%, respectively, as compared to their respective market prices on March 31, 2022.

Investments in equity securities without readily determinable fair values are measured at cost less impairment, if any. Such investments are also required to be measured at fair value as of the date of certain observable transactions for the identical or a similar investment of the same issuer. The Company’s investment in equity securities of private companies at March 31, 2022 and December 31, 2021, includes $51 million invested in Yanolja Co., Ltd. ("Yanolja"), which had a carrying value of $306 million as of those dates.

REVENUE - Deferred Merchant Bookings and Deferred Revenue (Details) - Online travel reservation services - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue, performance obligation, description of timing	one year
Deferred revenue balance, revenue recognized	$ 91
Deferred merchant bookings
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Deferred revenue for online travel reservation services	$ 421	$ 148

UNAUDITED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 10,549	$ 11,127
Accounts receivable, net (Allowance for expected credit losses of $102 and $101, respectively)	1,611	1,358
Prepaid expenses, net (Allowance for expected credit losses of $23 and $29, respectively)	395	404
Other current assets	320	256
Total current assets	12,875	13,145
Property and equipment, net	844	822
Operating lease assets	487	496
Intangible assets, net	1,997	2,057
Goodwill	2,878	2,887
Long-term investments	2,200	3,175
Other assets, net (Allowance for expected credit losses of $20 and $18, respectively)	1,103	1,059
Total assets	22,384	23,641
Current liabilities:
Accounts payable	1,504	1,586
Accrued expenses and other current liabilities	1,876	1,765
Deferred merchant bookings	2,765	906
Short-term debt	1,333	1,989
Total current liabilities	7,478	6,246
Deferred income taxes	721	905
Operating lease liabilities	349	351
Long-term U.S. transition tax liability	825	825
Other long-term liabilities	203	199
Long-term debt	8,435	8,937
Total liabilities	18,011	17,463
Commitments and contingencies (see Note 13)
Stockholders' equity:
Common stock, $0.008 par value, Authorized shares: 1,000,000,000 Issued shares: 63,759,178 and 63,584,444, respectively	0	0
Treasury stock, 23,004,503 and 22,518,391 shares, respectively	(25,390)	(24,290)
Additional paid-in capital	6,163	6,159
Retained earnings	23,783	24,453
Accumulated other comprehensive loss	(183)	(144)
Total stockholders' equity	4,373	6,178
Total liabilities and stockholders' equity	$ 22,384	$ 23,641

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT (Details) - USD ($)
$ in Millions

3 Months Ended

Mar. 31, 2022

Mar. 31, 2021