Delaware
|
45-2647441
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, par value $0.00001 per share
|
|
UBER
|
|
New York Stock Exchange
|
Large accelerated filer
|
☐
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|
|
Accelerated filer
|
☐
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Non-accelerated filer
|
☒
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|
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Smaller reporting company
|
☐
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|
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|
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Emerging growth company
|
☐
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
|
☐
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Pages
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Item 1.
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Financial Statements (unaudited)
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Item 2.
|
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Item 3.
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Item 4.
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Item 1.
|
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Item 1A.
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Item 2.
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Item 3.
|
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Item 4.
|
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Item 5.
|
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Item 6.
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||
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•
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the impacts of COVID-19, or other future pandemics on our business, results of operations, financial position and cash flows;
|
•
|
our ability to successfully compete in highly competitive markets;
|
•
|
our ability to effectively manage our growth and maintain and improve our corporate culture;
|
•
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our expectations regarding financial performance, including but not limited to revenue, Adjusted Net Revenue, potential profitability and the timing thereof, ability to generate positive Adjusted EBITDA, expenses, and other results of operations;
|
•
|
our expectations regarding future operating performance, including but not limited to our expectations regarding future Monthly Active Platform Consumers ("MAPCs"), Trips, Gross Bookings, and Take Rate;
|
•
|
our expectations regarding our competitors’ use of incentives and promotions, our competitors’ ability to raise capital, and the effects of such incentives and promotions on our growth and results of operations;
|
•
|
our anticipated investments in new products and offerings, and the effect of these investments on our results of operations;
|
•
|
our anticipated capital expenditures and our estimates regarding our capital requirements;
|
•
|
our ability to close and integrate acquisitions into our operations;
|
•
|
anticipated technology trends and developments and our ability to address those trends and developments with our products and offerings;
|
•
|
the size of our addressable markets, market share, category positions, and market trends, including our ability to grow our business in the six countries we have identified as near-term priorities;
|
•
|
the safety, affordability, and convenience of our platform and our offerings;
|
•
|
our ability to identify, recruit, and retain skilled personnel, including key members of senior management;
|
•
|
our expected growth in the number of platform users, and our ability to promote our brand and attract and retain platform users;
|
•
|
our ability to maintain, protect, and enhance our intellectual property rights;
|
•
|
our ability to introduce new products and offerings and enhance existing products and offerings;
|
•
|
our ability to successfully enter into new geographies, expand our presence in countries in which we are limited by regulatory restrictions, and manage our international expansion;
|
•
|
our ability to successfully renew licenses to operate our business in certain jurisdictions;
|
•
|
the availability of capital to grow our business;
|
•
|
our ability to meet the requirements of our existing debt and draw on our line of credit;
|
•
|
our ability to prevent disturbance to our information technology systems;
|
•
|
our ability to successfully defend litigation brought against us;
|
•
|
our ability to comply with existing, modified, or new laws and regulations applying to our business; and
|
•
|
our ability to implement, maintain, and improve our internal control over financial reporting.
|
|
|
As of December 31, 2019
|
|
As of March 31, 2020
|
||||
Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
10,873
|
|
|
$
|
8,165
|
|
Short-term investments
|
|
440
|
|
|
831
|
|
||
Restricted cash and cash equivalents
|
|
99
|
|
|
193
|
|
||
Accounts receivable, net of allowance of $34 and $54, respectively
|
|
1,214
|
|
|
683
|
|
||
Prepaid expenses and other current assets
|
|
1,299
|
|
|
1,242
|
|
||
Total current assets
|
|
13,925
|
|
|
11,114
|
|
||
Restricted cash and cash equivalents
|
|
1,095
|
|
|
1,171
|
|
||
Collateral held by insurer
|
|
1,199
|
|
|
1,107
|
|
||
Investments (including, amortized cost of debt securities of $2,279 and $2,281; credit allowance of $— and $173, respectively)
|
|
10,527
|
|
|
8,687
|
|
||
Equity method investments
|
|
1,364
|
|
|
1,299
|
|
||
Property and equipment, net
|
|
1,731
|
|
|
1,851
|
|
||
Operating lease right-of-use assets
|
|
1,594
|
|
|
1,589
|
|
||
Intangible assets, net
|
|
71
|
|
|
560
|
|
||
Goodwill
|
|
167
|
|
|
2,566
|
|
||
Other assets
|
|
88
|
|
|
146
|
|
||
Total assets
|
|
$
|
31,761
|
|
|
$
|
30,090
|
|
Liabilities, mezzanine equity and equity
|
|
|
|
|
||||
Accounts payable
|
|
$
|
272
|
|
|
$
|
215
|
|
Short-term insurance reserves
|
|
1,121
|
|
|
1,073
|
|
||
Operating lease liabilities, current
|
|
196
|
|
|
205
|
|
||
Accrued and other current liabilities
|
|
4,050
|
|
|
5,138
|
|
||
Total current liabilities
|
|
5,639
|
|
|
6,631
|
|
||
Long-term insurance reserves
|
|
2,297
|
|
|
2,421
|
|
||
Long-term debt, net of current portion
|
|
5,707
|
|
|
5,703
|
|
||
Operating lease liabilities, non-current
|
|
1,523
|
|
|
1,519
|
|
||
Other long-term liabilities
|
|
1,412
|
|
|
1,498
|
|
||
Total liabilities
|
|
16,578
|
|
|
17,772
|
|
||
Commitments and contingencies (Note 13)
|
|
|
|
|
|
|
||
Mezzanine equity
|
|
|
|
|
|
|
||
Redeemable non-controlling interests
|
|
311
|
|
|
290
|
|
||
Equity
|
|
|
|
|
|
|
||
Common stock, $0.00001 par value, 5,000,000 shares authorized for both periods, 1,716,681 and 1,729,850 shares issued and outstanding, respectively
|
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
|
30,739
|
|
|
31,035
|
|
||
Accumulated other comprehensive loss
|
|
(187
|
)
|
|
(395
|
)
|
||
Accumulated deficit
|
|
(16,362
|
)
|
|
(19,298
|
)
|
||
Total Uber Technologies, Inc. stockholders' equity
|
|
14,190
|
|
|
11,342
|
|
||
Non-redeemable non-controlling interests
|
|
682
|
|
|
686
|
|
||
Total equity
|
|
14,872
|
|
|
12,028
|
|
||
Total liabilities, mezzanine equity and equity
|
|
$
|
31,761
|
|
|
$
|
30,090
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
Costs and expenses
|
|
|
|
|
||||
Cost of revenue, exclusive of depreciation and amortization shown separately below
|
|
1,681
|
|
|
1,786
|
|
||
Operations and support
|
|
434
|
|
|
503
|
|
||
Sales and marketing
|
|
1,040
|
|
|
885
|
|
||
Research and development
|
|
409
|
|
|
645
|
|
||
General and administrative
|
|
423
|
|
|
859
|
|
||
Depreciation and amortization
|
|
146
|
|
|
128
|
|
||
Total costs and expenses
|
|
4,133
|
|
|
4,806
|
|
||
Loss from operations
|
|
(1,034
|
)
|
|
(1,263
|
)
|
||
Interest expense
|
|
(217
|
)
|
|
(118
|
)
|
||
Other income (expense), net
|
|
260
|
|
|
(1,795
|
)
|
||
Loss before income taxes and loss from equity method investment
|
|
(991
|
)
|
|
(3,176
|
)
|
||
Provision for (benefit from) income taxes
|
|
19
|
|
|
(242
|
)
|
||
Loss from equity method investments, net of tax
|
|
(6
|
)
|
|
(12
|
)
|
||
Net loss including non-controlling interests
|
|
(1,016
|
)
|
|
(2,946
|
)
|
||
Less: net loss attributable to non-controlling interests, net of tax
|
|
(4
|
)
|
|
(10
|
)
|
||
Net loss attributable to Uber Technologies, Inc.
|
|
$
|
(1,012
|
)
|
|
$
|
(2,936
|
)
|
Net loss per share attributable to Uber Technologies, Inc. common stockholders:
|
|
|
|
|
||||
Basic
|
|
$
|
(2.23
|
)
|
|
$
|
(1.70
|
)
|
Diluted
|
|
$
|
(2.26
|
)
|
|
$
|
(1.70
|
)
|
Weighted-average shares used to compute net loss per share attributable to common stockholders:
|
|
|
|
|
||||
Basic
|
|
453,543
|
|
|
1,724,367
|
|
||
Diluted
|
|
453,619
|
|
|
1,724,367
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Net loss including non-controlling interests
|
|
$
|
(1,016
|
)
|
|
$
|
(2,946
|
)
|
Other comprehensive loss, net of tax:
|
|
|
|
|
||||
Change in foreign currency translation adjustment
|
|
(54
|
)
|
|
(148
|
)
|
||
Change in unrealized loss on investments in available-for-sale securities
|
|
(4
|
)
|
|
(60
|
)
|
||
Other comprehensive loss, net of tax
|
|
(58
|
)
|
|
(208
|
)
|
||
Comprehensive loss including non-controlling interests
|
|
(1,074
|
)
|
|
(3,154
|
)
|
||
Less: comprehensive loss attributable to non-controlling interests
|
|
(4
|
)
|
|
(10
|
)
|
||
Comprehensive loss attributable to Uber Technologies, Inc.
|
|
$
|
(1,070
|
)
|
|
$
|
(3,144
|
)
|
|
|
Redeemable Non-Controlling Interests
|
|
Redeemable Convertible Preferred Stock
|
|
|
Common Stock
|
|
Additional Paid-In Capital
|
|
Accumulated Other Comprehensive Loss
|
|
Accumulated Deficit
|
|
Total Deficit
|
||||||||||||||||||||
|
|
|
Shares
|
|
Amount
|
|
|
Shares
|
|
Amount
|
|
|
|||||||||||||||||||||||
Balance as of December 31, 2018
|
|
$
|
—
|
|
|
903,607
|
|
|
$
|
14,177
|
|
|
|
457,189
|
|
|
$
|
—
|
|
|
$
|
668
|
|
|
$
|
(188
|
)
|
|
$
|
(7,865
|
)
|
|
$
|
(7,385
|
)
|
Cumulative effect of adoption of new accounting standard
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
9
|
|
|||||||
Exercise of warrants
|
|
—
|
|
|
923
|
|
|
45
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Lapsing of repurchase option related to Series E redeemable convertible preferred stock issued to a non-employee service provider
|
|
—
|
|
|
—
|
|
|
2
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Repurchase of outstanding shares
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Exercise of stock options
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
677
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|||||||
Repurchase of unvested early-exercised stock options
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
(32
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|||||||
Unrealized loss on investments in available-for-sale securities, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||||||
Foreign currency translation adjustment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(54
|
)
|
|
—
|
|
|
(54
|
)
|
|||||||
Net loss
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,012
|
)
|
|
(1,012
|
)
|
|||||||
Balance as of March 31, 2019
|
|
$
|
(4
|
)
|
|
904,530
|
|
|
$
|
14,224
|
|
|
|
457,833
|
|
|
$
|
—
|
|
|
$
|
682
|
|
|
$
|
(246
|
)
|
|
$
|
(8,868
|
)
|
|
$
|
(8,432
|
)
|
|
|
Redeemable Non-Controlling Interests
|
|
|
Common Stock
|
|
Additional Paid-In Capital
|
|
Accumulated Other Comprehensive Loss
|
|
Accumulated Deficit
|
|
Non-Redeemable Non-Controlling Interests
|
|
Total Equity (Deficit)
|
|||||||||||||||||
|
|
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|||||||||||||||||||||
Balance as of December 31, 2019
|
|
$
|
311
|
|
|
|
1,716,681
|
|
|
$
|
—
|
|
|
$
|
30,739
|
|
|
$
|
(187
|
)
|
|
$
|
(16,362
|
)
|
|
$
|
682
|
|
|
$
|
14,872
|
|
Exercise of stock options
|
|
—
|
|
|
|
4,359
|
|
|
—
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|||||||
Stock-based compensation
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
285
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
285
|
|
|||||||
Issuance of common stock for settlement of RSUs
|
|
—
|
|
|
|
8,917
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Shares withheld related to net share settlement
|
|
—
|
|
|
|
(107
|
)
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|||||||
Unrealized loss on investments in available-for-sale securities, net of tax
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(60
|
)
|
|
—
|
|
|
—
|
|
|
(60
|
)
|
|||||||
Foreign currency translation adjustment
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(148
|
)
|
|
—
|
|
|
—
|
|
|
(148
|
)
|
|||||||
Distributions to non-controlling interests
|
|
(3
|
)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
(4
|
)
|
|||||||
Net loss
|
|
(18
|
)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,936
|
)
|
|
8
|
|
|
(2,928
|
)
|
|||||||
Balance as of March 31, 2020
|
|
$
|
290
|
|
|
|
1,729,850
|
|
|
$
|
—
|
|
|
$
|
31,035
|
|
|
$
|
(395
|
)
|
|
$
|
(19,298
|
)
|
|
$
|
686
|
|
|
$
|
12,028
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Cash flows from operating activities
|
|
|
|
|
|
|
||
Net loss including non-controlling interests
|
|
$
|
(1,016
|
)
|
|
$
|
(2,946
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
|
|
|
||
Depreciation and amortization
|
|
146
|
|
|
128
|
|
||
Bad debt expense
|
|
47
|
|
|
22
|
|
||
Stock-based compensation
|
|
11
|
|
|
277
|
|
||
Gain on business divestiture
|
|
—
|
|
|
(154
|
)
|
||
Deferred income tax
|
|
4
|
|
|
(273
|
)
|
||
Revaluation of derivative liabilities
|
|
(175
|
)
|
|
—
|
|
||
Accretion of discount on long-term debt
|
|
53
|
|
|
20
|
|
||
Loss from equity method investment
|
|
6
|
|
|
12
|
|
||
Unrealized (gain) loss on debt and equity securities, net
|
|
(16
|
)
|
|
114
|
|
||
Impairment of debt and equity securities
|
|
—
|
|
|
1,863
|
|
||
Impairments of goodwill, long-lived assets and other assets
|
|
—
|
|
|
193
|
|
||
Unrealized foreign currency transactions
|
|
(4
|
)
|
|
7
|
|
||
Other
|
|
2
|
|
|
(10
|
)
|
||
Change in assets and liabilities, net of impact of business acquisition and disposals:
|
|
|
|
|
|
|
||
Accounts receivable
|
|
(210
|
)
|
|
444
|
|
||
Prepaid expenses and other assets
|
|
(116
|
)
|
|
29
|
|
||
Collateral held by insurer
|
|
—
|
|
|
92
|
|
||
Operating lease right-of-use assets
|
|
41
|
|
|
57
|
|
||
Accounts payable
|
|
—
|
|
|
(46
|
)
|
||
Accrued insurance reserves
|
|
161
|
|
|
77
|
|
||
Accrued expenses and other liabilities
|
|
370
|
|
|
(320
|
)
|
||
Operating lease liabilities
|
|
(26
|
)
|
|
(49
|
)
|
||
Net cash used in operating activities
|
|
(722
|
)
|
|
(463
|
)
|
||
Cash flows from investing activities
|
|
|
|
|
|
|
||
Proceeds from sale and disposal of property and equipment
|
|
40
|
|
|
1
|
|
||
Purchases of property and equipment
|
|
(129
|
)
|
|
(198
|
)
|
||
Purchases of marketable securities
|
|
—
|
|
|
(493
|
)
|
||
Proceeds from maturities and sales of marketable securities
|
|
—
|
|
|
100
|
|
||
Proceeds from business disposals, net of cash divested
|
|
293
|
|
|
—
|
|
||
Acquisition of business, net of cash acquired
|
|
—
|
|
|
(1,346
|
)
|
||
Return of capital from equity method investee
|
|
—
|
|
|
91
|
|
||
Purchase of non-marketable equity securities
|
|
—
|
|
|
(10
|
)
|
||
Other investing activities
|
|
—
|
|
|
(1
|
)
|
||
Net cash provided by (used in) investing activities
|
|
204
|
|
|
(1,856
|
)
|
||
Cash flows from financing activities
|
|
|
|
|
|
|
||
Principal payments on finance leases
|
|
(41
|
)
|
|
(60
|
)
|
||
Other financing activities
|
|
(5
|
)
|
|
(3
|
)
|
||
Net cash used in financing activities
|
|
(46
|
)
|
|
(63
|
)
|
Effect of exchange rate changes on cash and cash equivalents, and restricted cash and cash equivalents
|
|
3
|
|
|
(156
|
)
|
||
Net decrease in cash and cash equivalents, and restricted cash and cash equivalents
|
|
(561
|
)
|
|
(2,538
|
)
|
||
Cash and cash equivalents, and restricted cash and cash equivalents
|
|
|
|
|
|
|
||
Beginning of period
|
|
8,209
|
|
|
12,067
|
|
||
Reclassification from assets held for sale during the period
|
|
34
|
|
|
—
|
|
||
End of period, excluding cash classified within assets held for sale
|
|
$
|
7,682
|
|
|
$
|
9,529
|
|
|
|
|
|
|
|
|
||
Reconciliation of cash and cash equivalents, and restricted cash and cash equivalents to the condensed consolidated balance sheets
|
|
|
|
|
|
|
||
Cash and cash equivalents
|
|
$
|
5,745
|
|
|
$
|
8,165
|
|
Restricted cash and cash equivalents-current
|
|
136
|
|
|
193
|
|
||
Restricted cash and cash equivalents-non-current
|
|
1,801
|
|
|
1,171
|
|
||
Total cash and cash equivalents, and restricted cash and cash equivalents
|
|
$
|
7,682
|
|
|
$
|
9,529
|
|
|
|
|
|
|
|
|
||
Supplemental disclosures of cash flow information
|
|
|
|
|
|
|
||
Cash paid for:
|
|
|
|
|
|
|
||
Interest, net of amount capitalized
|
|
$
|
42
|
|
|
$
|
91
|
|
Income taxes, net of refunds
|
|
34
|
|
|
36
|
|
||
Non-cash investing and financing activities:
|
|
|
|
|
|
|
||
Ownership interest in Zomato received in exchange for the divestiture of Uber Eats India operations
|
|
—
|
|
|
171
|
|
||
Issuance of initial unsecured convertible notes in connection with Careem acquisition
|
|
—
|
|
|
880
|
|
||
Holdback amount of unsecured convertible notes in connection with Careem acquisition
|
|
—
|
|
|
754
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Rides revenue
|
|
$
|
2,376
|
|
|
$
|
2,450
|
|
Vehicle Solutions revenue (1)
|
|
10
|
|
|
1
|
|
||
Other revenue
|
|
32
|
|
|
19
|
|
||
Total Rides revenue
|
|
2,418
|
|
|
2,470
|
|
||
Eats revenue
|
|
536
|
|
|
819
|
|
||
Freight revenue
|
|
127
|
|
|
199
|
|
||
Other Bets revenue (1)
|
|
18
|
|
|
30
|
|
||
ATG and Other Technology Programs collaboration revenue (2)
|
|
—
|
|
|
25
|
|
||
Total revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
United States and Canada
|
|
$
|
1,895
|
|
|
$
|
2,142
|
|
Latin America ("LATAM")
|
|
450
|
|
|
497
|
|
||
Europe, Middle East and Africa ("EMEA")
|
|
487
|
|
|
552
|
|
||
Asia Pacific ("APAC") (1)
|
|
267
|
|
|
352
|
|
||
Total revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
|
|
Less Than or
Equal To 12 Months |
|
Greater Than
12 Months |
|
Total
|
||||||
As of March 31, 2020
|
|
$
|
52
|
|
|
$
|
22
|
|
|
$
|
74
|
|
|
|
As of
|
||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||||
Classified as short-term investments:
|
|
|
|
|
||||
Marketable debt securities (1):
|
|
|
|
|
||||
Commercial paper
|
|
148
|
|
|
248
|
|
||
U.S. government and agency securities
|
|
93
|
|
|
186
|
|
||
Corporate bonds
|
|
199
|
|
|
397
|
|
||
Short-term investments
|
|
$
|
440
|
|
|
$
|
831
|
|
|
|
|
|
|
||||
Classified as investments:
|
|
|
|
|
||||
Non-marketable equity securities
|
|
|
|
|
||||
Didi (2)
|
|
$
|
7,953
|
|
|
$
|
6,299
|
|
Other (3)
|
|
204
|
|
|
272
|
|
||
Non-marketable debt securities
|
|
|
|
|
||||
Grab (4)
|
|
2,336
|
|
|
2,109
|
|
||
Other (3)
|
|
34
|
|
|
7
|
|
||
Investments
|
|
$
|
10,527
|
|
|
$
|
8,687
|
|
|
|
As of December 31, 2019
|
|
As of March 31, 2020
|
||||||||||||||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Money market funds
|
|
$
|
5,104
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,104
|
|
|
$
|
4,778
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,778
|
|
Commercial paper
|
|
—
|
|
|
233
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
355
|
|
|
—
|
|
|
355
|
|
||||||||
U.S. government and agency securities
|
|
—
|
|
|
153
|
|
|
—
|
|
|
153
|
|
|
—
|
|
|
269
|
|
|
—
|
|
|
269
|
|
||||||||
Corporate bonds
|
|
—
|
|
|
199
|
|
|
—
|
|
|
199
|
|
|
—
|
|
|
403
|
|
|
—
|
|
|
403
|
|
||||||||
Non-marketable debt securities
|
|
—
|
|
|
—
|
|
|
2,370
|
|
|
2,370
|
|
|
—
|
|
|
—
|
|
|
2,116
|
|
|
2,116
|
|
||||||||
Non-marketable equity securities
|
|
—
|
|
|
—
|
|
|
98
|
|
|
98
|
|
|
—
|
|
|
—
|
|
|
21
|
|
|
21
|
|
||||||||
Total financial assets
|
|
$
|
5,104
|
|
|
$
|
585
|
|
|
$
|
2,468
|
|
|
$
|
8,157
|
|
|
$
|
4,778
|
|
|
$
|
1,027
|
|
|
$
|
2,137
|
|
|
$
|
7,942
|
|
|
|
As of March 31, 2020
|
||||||
|
|
Amortized Cost
|
|
Fair Value
|
||||
Within one year
|
|
$
|
797
|
|
|
$
|
797
|
|
One year through five years
|
|
2,514
|
|
|
2,339
|
|
||
Total
|
|
$
|
3,311
|
|
|
$
|
3,136
|
|
|
|
As of December 31, 2019
|
|
As of March 31, 2020
|
||||||||||||||||||||||||||||||||
|
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Fair Value
|
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Allowance for Credit Loss
|
|
Fair Value
|
||||||||||||||||||
Commercial paper
|
|
$
|
233
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
233
|
|
|
$
|
355
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
355
|
|
U.S. government and agency securities
|
|
153
|
|
|
—
|
|
|
—
|
|
|
153
|
|
|
269
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
269
|
|
|||||||||
Corporate bonds
|
|
199
|
|
|
—
|
|
|
—
|
|
|
199
|
|
|
405
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
403
|
|
|||||||||
Non-marketable debt securities
|
|
2,309
|
|
|
61
|
|
|
—
|
|
|
2,370
|
|
|
2,312
|
|
|
—
|
|
|
(23
|
)
|
|
(173
|
)
|
|
2,116
|
|
|||||||||
Total
|
|
$
|
2,894
|
|
|
$
|
61
|
|
|
$
|
—
|
|
|
$
|
2,955
|
|
|
$
|
3,341
|
|
|
$
|
—
|
|
|
$
|
(25
|
)
|
|
$
|
(173
|
)
|
|
$
|
3,143
|
|
|
|
Non-marketable
Debt Securities |
||
Balance as of January 1, 2020
|
|
$
|
—
|
|
Impact due to adoption of ASU 2016-13
|
|
—
|
|
|
Credit losses on securities for which credit losses were not previously recorded
|
|
(173
|
)
|
|
Balance as of March 31, 2020
|
|
$
|
(173
|
)
|
Fair value method
|
|
Relative weighting
|
|
Key unobservable input
|
||
Financing transactions
|
|
100%
|
|
Transaction price per share
|
|
$6.16
|
|
|
|
|
Volatility
|
|
54% - 62%
|
|
|
|
|
Estimated time to liquidity
|
|
2.25 - 2.5 years
|
|
|
Non-marketable
Debt Securities |
|
Non-marketable Equity Security
|
||||
Balance as of December 31, 2018
|
|
$
|
2,370
|
|
|
$
|
—
|
|
Total net gains (losses)
|
|
|
|
|
|
|
||
Included in earnings
|
|
(8
|
)
|
|
11
|
|
||
Included in other comprehensive income (loss)
|
|
4
|
|
|
—
|
|
||
Purchases (1)
|
|
4
|
|
|
56
|
|
||
Transfers (2)
|
|
—
|
|
|
31
|
|
||
Balance as of December 31, 2019
|
|
2,370
|
|
|
98
|
|
||
Total net gains (losses)
|
|
|
|
|
||||
Included in earnings
|
|
(27
|
)
|
|
(87
|
)
|
||
Included in other comprehensive income (loss)
|
|
(57
|
)
|
|
—
|
|
||
Purchases (1)
|
|
3
|
|
|
10
|
|
||
Impairments
|
|
(173
|
)
|
|
—
|
|
||
Balance as of March 31, 2020
|
|
$
|
2,116
|
|
|
$
|
21
|
|
(In millions)
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Upward adjustments
|
|
$
|
—
|
|
|
$
|
—
|
|
Downward adjustments (including impairment)
|
|
—
|
|
|
(1,690
|
)
|
||
Total unrealized gain for non-marketable equity securities
|
|
$
|
—
|
|
|
$
|
(1,690
|
)
|
Fair value method
|
|
Key unobservable input
|
||
CSE
|
|
Market adjustment
|
|
(20)%
|
|
|
|
|
|
OPM
|
|
Volatility
|
|
39%
|
|
|
Estimated time to liquidity
|
|
2.0 years
|
|
|
Market adjustment
|
|
(40)%
|
|
|
As of
|
||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||||
Initial cost basis
|
|
$
|
6,075
|
|
|
$
|
6,256
|
|
Upward adjustments
|
|
1,984
|
|
|
1,984
|
|
||
Downward adjustments (including impairment)
|
|
—
|
|
|
(1,690
|
)
|
||
Total carrying value at the end of the period
|
|
$
|
8,059
|
|
|
$
|
6,550
|
|
|
|
As of
|
||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||||
MLU B.V.
|
|
$
|
1,224
|
|
|
$
|
1,244
|
|
Mission Bay 3 & 4 (1)
|
|
140
|
|
|
50
|
|
||
Other
|
|
—
|
|
|
5
|
|
||
Equity method investments
|
|
$
|
1,364
|
|
|
$
|
1,299
|
|
|
|
As of March 31, 2020
|
||
Equity method goodwill
|
|
$
|
801
|
|
Intangible assets, net of accumulated amortization
|
|
112
|
|
|
Deferred tax liabilities
|
|
(25
|
)
|
|
Cumulative currency translation adjustments
|
|
(64
|
)
|
|
Basis difference
|
|
$
|
824
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Lease cost
|
|
|
|
|
||||
Finance lease cost:
|
|
|
|
|
||||
Amortization of assets
|
|
$
|
36
|
|
|
$
|
44
|
|
Interest on lease liabilities
|
|
4
|
|
|
4
|
|
||
Operating lease cost
|
|
67
|
|
|
95
|
|
||
Short-term lease cost
|
|
8
|
|
|
6
|
|
||
Variable lease cost
|
|
25
|
|
|
30
|
|
||
Sublease income
|
|
(1
|
)
|
|
(1
|
)
|
||
Total lease cost
|
|
$
|
139
|
|
|
$
|
178
|
|
|
|
As of
|
||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||
Weighted-average remaining lease term
|
|
|
|
|
||
Operating leases
|
|
16 years
|
|
|
15 years
|
|
Finance leases
|
|
2 years
|
|
|
2 years
|
|
Weighted-average discount rate
|
|
|
|
|
||
Operating leases
|
|
7.1
|
%
|
|
7.1
|
%
|
Finance leases
|
|
5.0
|
%
|
|
4.8
|
%
|
|
|
As of March 31, 2020
|
||||||
|
|
Operating Leases
|
|
Finance Leases
|
||||
Remainder of 2020
|
|
$
|
129
|
|
|
$
|
138
|
|
2021
|
|
264
|
|
|
137
|
|
||
2022
|
|
295
|
|
|
54
|
|
||
2023
|
|
253
|
|
|
—
|
|
||
2024
|
|
210
|
|
|
—
|
|
||
Thereafter
|
|
2,213
|
|
|
—
|
|
||
Total undiscounted lease payments
|
|
3,364
|
|
|
329
|
|
||
Less: imputed interest
|
|
(1,640
|
)
|
|
(14
|
)
|
||
Total lease liabilities
|
|
$
|
1,724
|
|
|
$
|
315
|
|
|
|
Future Minimum Payments
|
||
Fiscal Year Ending December 31,
|
|
|
||
Remainder of 2020
|
|
$
|
4
|
|
2021
|
|
6
|
|
|
2022
|
|
6
|
|
|
2023
|
|
6
|
|
|
2024
|
|
6
|
|
|
Thereafter
|
|
827
|
|
|
Total
|
|
$
|
855
|
|
|
|
Rides
|
|
Eats
|
|
Freight
|
|
Other Bets
|
|
ATG and Other Technology Programs
|
|
Total Goodwill
|
||||||||||||
Balance as of December 31, 2019
|
|
$
|
25
|
|
|
$
|
13
|
|
|
$
|
—
|
|
|
$
|
100
|
|
|
$
|
29
|
|
|
$
|
167
|
|
Acquisitions (Note 16)
|
|
2,515
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,515
|
|
||||||
Goodwill impairment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(100
|
)
|
|
—
|
|
|
(100
|
)
|
||||||
Foreign currency translation adjustment
|
|
(16
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16
|
)
|
||||||
Balance as of March 31, 2020
|
|
$
|
2,524
|
|
|
$
|
13
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
29
|
|
|
$
|
2,566
|
|
|
|
Gross Carrying Value
|
|
Accumulated Amortization
|
|
Net Carrying Value
|
|
Weighted Average Remaining Useful Life - Years
|
|||||||
December 31, 2019
|
|
|
|
|
|
|
|
|
|||||||
Developed technology (1)
|
|
$
|
94
|
|
|
$
|
(35
|
)
|
|
$
|
59
|
|
|
3
|
|
Patents
|
|
16
|
|
|
(4
|
)
|
|
12
|
|
|
8
|
|
|||
Other
|
|
3
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|||
Intangible assets
|
|
$
|
113
|
|
|
$
|
(42
|
)
|
|
$
|
71
|
|
|
|
|
|
Gross Carrying Value
|
|
Accumulated Amortization
|
|
Accumulated Impairment
|
|
Net Carrying Value
|
|
Weighted Average Remaining Useful Life - Years
|
|||||||||
March 31, 2020
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Rider relationships (1)
|
|
$
|
268
|
|
|
$
|
(5
|
)
|
|
$
|
—
|
|
|
$
|
263
|
|
|
15
|
|
Captains network (1)
|
|
40
|
|
|
(10
|
)
|
|
—
|
|
|
30
|
|
|
1
|
|
||||
Developed technology (1), (2)
|
|
204
|
|
|
(44
|
)
|
|
(23
|
)
|
|
137
|
|
|
4
|
|
||||
Trade names (1)
|
|
120
|
|
|
(3
|
)
|
|
—
|
|
|
117
|
|
|
10
|
|
||||
Patents
|
|
16
|
|
|
(5
|
)
|
|
—
|
|
|
11
|
|
|
8
|
|
||||
Other
|
|
5
|
|
|
(3
|
)
|
|
—
|
|
|
2
|
|
|
—
|
|
||||
Intangible assets
|
|
$
|
653
|
|
|
$
|
(70
|
)
|
|
$
|
(23
|
)
|
|
$
|
560
|
|
|
|
|
|
Estimated Future Amortization Expense
|
||
Year Ending December 31,
|
|
|
||
Remainder of 2020
|
|
$
|
76
|
|
2021
|
|
60
|
|
|
2022
|
|
59
|
|
|
2023
|
|
59
|
|
|
2024
|
|
31
|
|
|
Thereafter
|
|
242
|
|
|
Total
|
|
$
|
527
|
|
|
|
As of
|
|
|
|||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
|
Effective Interest Rate
|
|||||
2016 Senior Secured Term Loan
|
|
$
|
1,113
|
|
|
$
|
1,110
|
|
|
6.1
|
%
|
2018 Senior Secured Term Loan
|
|
1,478
|
|
|
1,474
|
|
|
6.2
|
%
|
||
2023 Senior Note
|
|
500
|
|
|
500
|
|
|
7.7
|
%
|
||
2026 Senior Note
|
|
1,500
|
|
|
1,500
|
|
|
8.1
|
%
|
||
2027 Senior Note
|
|
1,200
|
|
|
1,200
|
|
|
7.7
|
%
|
||
Total debt
|
|
5,791
|
|
|
5,784
|
|
|
|
|||
Less: unamortized discount and issuance costs
|
|
(57
|
)
|
|
(54
|
)
|
|
|
|||
Less: current portion of long-term debt
|
|
(27
|
)
|
|
(27
|
)
|
|
|
|||
Total long-term debt
|
|
$
|
5,707
|
|
|
$
|
5,703
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Contractual interest coupon
|
|
$
|
140
|
|
|
$
|
105
|
|
Amortization of debt discount and issuance costs
|
|
53
|
|
|
3
|
|
||
8% IRR payout
|
|
17
|
|
|
—
|
|
||
Total interest expense from long-term debt
|
|
$
|
210
|
|
|
$
|
108
|
|
|
|
As of
|
||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||||
Prepaid expenses
|
|
$
|
571
|
|
|
$
|
491
|
|
Other receivables
|
|
428
|
|
|
486
|
|
||
Other
|
|
300
|
|
|
265
|
|
||
Prepaid expenses and other current assets
|
|
$
|
1,299
|
|
|
$
|
1,242
|
|
|
|
As of
|
||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||||
Accrued legal, regulatory and non-income taxes
|
|
$
|
1,539
|
|
|
$
|
1,680
|
|
Accrued Drivers and Restaurants liability
|
|
369
|
|
|
219
|
|
||
Accrued professional and contractor services
|
|
352
|
|
|
304
|
|
||
Accrued compensation and employee benefits
|
|
403
|
|
|
208
|
|
||
Accrued marketing expenses
|
|
114
|
|
|
86
|
|
||
Other accrued expenses
|
|
361
|
|
|
422
|
|
||
Unsecured convertible notes in connection with Careem acquisition (1)
|
|
—
|
|
|
891
|
|
||
Commitment to issue unsecured convertible notes in connection with Careem acquisition (2)
|
|
—
|
|
|
463
|
|
||
Income and other tax liabilities
|
|
194
|
|
|
124
|
|
||
Government and airport fees payable
|
|
162
|
|
|
105
|
|
||
Short-term finance lease obligation for computer equipment
|
|
165
|
|
|
167
|
|
||
Accrued interest on long-term debt
|
|
93
|
|
|
110
|
|
||
Short-term deferred revenue
|
|
76
|
|
|
104
|
|
||
Other
|
|
222
|
|
|
255
|
|
||
Accrued and other current liabilities
|
|
$
|
4,050
|
|
|
$
|
5,138
|
|
|
|
As of
|
||||||
|
|
December 31, 2019
|
|
March 31, 2020
|
||||
Deferred tax liabilities
|
|
$
|
1,027
|
|
|
$
|
793
|
|
Commitment to issue unsecured convertible notes in connection with Careem acquisition (1)
|
|
—
|
|
|
298
|
|
||
Financing obligation
|
|
78
|
|
|
78
|
|
||
Income tax liabilities
|
|
70
|
|
|
80
|
|
||
Other
|
|
237
|
|
|
249
|
|
||
Other long-term liabilities
|
|
$
|
1,412
|
|
|
$
|
1,498
|
|
|
|
Foreign Currency Translation Adjustments
|
|
Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax
|
|
Total
|
||||||
Balance as of December 31, 2018
|
|
$
|
(228
|
)
|
|
$
|
40
|
|
|
$
|
(188
|
)
|
Other comprehensive loss before reclassifications
|
|
(54
|
)
|
|
(4
|
)
|
|
(58
|
)
|
|||
Amounts reclassified from accumulated other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other comprehensive loss
|
|
(54
|
)
|
|
(4
|
)
|
|
(58
|
)
|
|||
Balance as of March 31, 2019
|
|
$
|
(282
|
)
|
|
$
|
36
|
|
|
$
|
(246
|
)
|
|
|
Foreign Currency Translation Adjustments
|
|
Unrealized Gains (Losses) on Available-for-Sale Securities, Net of Tax
|
|
Total
|
||||||
Balance as of December 31, 2019
|
|
$
|
(231
|
)
|
|
$
|
44
|
|
|
$
|
(187
|
)
|
Other comprehensive loss before reclassifications (1)
|
|
(148
|
)
|
|
(60
|
)
|
|
(208
|
)
|
|||
Amounts reclassified from accumulated other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other comprehensive loss
|
|
(148
|
)
|
|
(60
|
)
|
|
(208
|
)
|
|||
Balance as of March 31, 2020
|
|
$
|
(379
|
)
|
|
$
|
(16
|
)
|
|
$
|
(395
|
)
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Interest income
|
|
$
|
44
|
|
|
$
|
38
|
|
Foreign currency exchange gains (losses), net
|
|
(1
|
)
|
|
(28
|
)
|
||
Gain on business divestiture (1)
|
|
—
|
|
|
154
|
|
||
Unrealized gain (loss) on debt and equity securities, net (2)
|
|
16
|
|
|
(114
|
)
|
||
Impairment of debt and equity securities (3)
|
|
—
|
|
|
(1,863
|
)
|
||
Change in fair value of embedded derivatives
|
|
175
|
|
|
—
|
|
||
Other
|
|
26
|
|
|
18
|
|
||
Other income (expense), net
|
|
$
|
260
|
|
|
$
|
(1,795
|
)
|
|
|
SARs Outstanding Number of SARs
|
|
Options Outstanding Number of Shares
|
|
Weighted-Average Exercise Price Per Share
|
|
Weighted-Average Remaining Contractual Life (in years)
|
|
Aggregate Intrinsic Value
|
||||||
As of December 31, 2019
|
|
337
|
|
|
34,801
|
|
|
$
|
9.79
|
|
|
4.75
|
|
$
|
746
|
|
Granted
|
|
—
|
|
|
1,194
|
|
|
11.55
|
|
|
|
|
|
|||
Exercised
|
|
(2
|
)
|
|
(4,490
|
)
|
|
3.06
|
|
|
|
|
|
|||
Canceled and forfeited
|
|
(24
|
)
|
|
(220
|
)
|
|
21.14
|
|
|
|
|
|
|||
As of March 31, 2020
|
|
311
|
|
|
31,285
|
|
|
$
|
10.72
|
|
|
4.68
|
|
$
|
599
|
|
Vested and expected to vest as of March 31, 2020
|
|
198
|
|
|
25,331
|
|
|
$
|
5.41
|
|
|
4.31
|
|
$
|
585
|
|
Exercisable as of March 31, 2020
|
|
198
|
|
|
25,331
|
|
|
$
|
5.41
|
|
|
4.31
|
|
$
|
585
|
|
|
|
Number of Shares
|
|
Weighted-Average
Grant-Date Fair Value per Share |
|||
Unvested and outstanding as of December 31, 2019
|
|
84,743
|
|
|
$
|
39.82
|
|
Granted
|
|
43,229
|
|
|
$
|
22.91
|
|
Vested
|
|
(8,949
|
)
|
|
$
|
41.49
|
|
Canceled and forfeited
|
|
(3,817
|
)
|
|
$
|
41.32
|
|
Unvested and outstanding as of March 31, 2020
|
|
115,206
|
|
|
$
|
34.03
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Operations and support
|
|
$
|
1
|
|
|
$
|
25
|
|
Sales and marketing
|
|
1
|
|
|
14
|
|
||
Research and development
|
|
3
|
|
|
167
|
|
||
General and administrative
|
|
6
|
|
|
71
|
|
||
Total
|
|
$
|
11
|
|
|
$
|
277
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Basic net loss per share:
|
|
|
|
|
||||
Numerator
|
|
|
|
|
||||
Net loss including non-controlling interests
|
|
$
|
(1,016
|
)
|
|
$
|
(2,946
|
)
|
Less: net loss attributable to non-controlling interests, net of tax
|
|
4
|
|
|
10
|
|
||
Net loss attributable to common stockholders
|
|
$
|
(1,012
|
)
|
|
$
|
(2,936
|
)
|
Denominator
|
|
|
|
|
||||
Basic weighted-average common stock outstanding
|
|
453,543
|
|
|
1,724,367
|
|
||
Basic net loss per share attributable to common stockholders (1)
|
|
$
|
(2.23
|
)
|
|
$
|
(1.70
|
)
|
Diluted net loss per share:
|
|
|
|
|
||||
Numerator
|
|
|
|
|
||||
Net loss attributable to common stockholders
|
|
$
|
(1,012
|
)
|
|
$
|
(2,936
|
)
|
Add: Change in fair value of MLU B.V. put/call feature
|
|
(12
|
)
|
|
—
|
|
||
Diluted net loss attributable to common stockholders
|
|
$
|
(1,024
|
)
|
|
$
|
(2,936
|
)
|
Denominator
|
|
|
|
|
||||
Number of shares used in basic net loss per share computation
|
|
453,543
|
|
|
1,724,367
|
|
||
Weighted-average effect of potentially dilutive securities:
|
|
|
|
|
||||
Common stock subject to a put/call feature
|
|
76
|
|
|
—
|
|
||
Diluted weighted-average common stock outstanding
|
|
453,619
|
|
|
1,724,367
|
|
||
Diluted net loss per share attributable to common stockholders (1)
|
|
$
|
(2.26
|
)
|
|
$
|
(1.70
|
)
|
|
|
Three Months Ended March 31,
|
||||
|
|
2019
|
|
2020
|
||
Redeemable convertible preferred stock
|
|
904,530
|
|
|
—
|
|
Convertible notes
|
|
202,733
|
|
|
—
|
|
Stock options
|
|
42,466
|
|
|
31,285
|
|
Restricted common stock with performance condition
|
|
1,939
|
|
|
—
|
|
Common stock subject to repurchase
|
|
1,570
|
|
|
109
|
|
Warrants to purchase redeemable convertible preferred stock
|
|
150
|
|
|
—
|
|
SARs
|
|
803
|
|
|
—
|
|
RSUs to settle fixed monetary awards
|
|
999
|
|
|
248
|
|
RSUs
|
|
168,210
|
|
|
115,206
|
|
Shares committed under ESPP
|
|
—
|
|
|
5,452
|
|
Warrants to purchase common stock
|
|
187
|
|
|
126
|
|
Careem convertible notes
|
|
—
|
|
|
30,387
|
|
Total
|
|
1,323,587
|
|
|
182,813
|
|
Segment
|
|
Description
|
|
|
|
Rides
|
|
The Rides products connect consumers with Drivers who provide rides in a variety of vehicles, such as cars, auto rickshaws, motorbikes, minibuses, or taxis. Rides also includes activity related to the Company’s U4B, Financial Partnerships, and Vehicle Solutions offerings.
|
|
|
|
Eats
|
|
The Eats offering allows consumers to search for and discover local restaurants, order a meal, and either pick-up at the restaurant or have the meal delivered.
|
|
|
|
Freight
|
|
Freight connects carriers with shippers on the Company’s platform, and gives carriers upfront, transparent pricing and the ability to book a shipment.
|
|
|
|
Other Bets
|
|
The Other Bets segment consists of multiple investment stage offerings. The largest investment within the segment is the Company’s New Mobility offering that refers to products that provide consumers with access to rides through a variety of modes, including dockless e-bikes and e-scooters. It also includes Transit, UberWorks and the Company’s Incubator group.
|
|
|
|
ATG and Other Technology Programs
|
|
The ATG and Other Technology Programs segment is responsible for the development and commercialization of autonomous vehicle and ridesharing technologies, as well as Uber Elevate.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
Segment adjusted EBITDA:
|
|
|
|
|
||||
Rides
|
|
$
|
192
|
|
|
$
|
581
|
|
Eats
|
|
(309
|
)
|
|
(313
|
)
|
||
Freight
|
|
(29
|
)
|
|
(64
|
)
|
||
Other Bets
|
|
(42
|
)
|
|
(63
|
)
|
||
ATG and Other Technology Programs
|
|
(113
|
)
|
|
(108
|
)
|
||
Total segment adjusted EBITDA
|
|
(301
|
)
|
|
33
|
|
||
Reconciling items:
|
|
|
|
|
||||
Corporate G&A and Platform R&D (1), (2)
|
|
(568
|
)
|
|
(645
|
)
|
||
Depreciation and amortization
|
|
(146
|
)
|
|
(128
|
)
|
||
Stock-based compensation expense
|
|
(11
|
)
|
|
(277
|
)
|
||
Legal, tax, and regulatory reserve changes and settlements
|
|
—
|
|
|
(19
|
)
|
||
Goodwill and asset impairments/loss on sale of assets
|
|
(8
|
)
|
|
(193
|
)
|
||
Uber Eats India transaction and related costs
|
|
—
|
|
|
(10
|
)
|
||
COVID-19 response initiatives
|
|
—
|
|
|
(24
|
)
|
||
Loss from operations
|
|
$
|
(1,034
|
)
|
|
$
|
(1,263
|
)
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
United States
|
|
$
|
1,757
|
|
|
$
|
1,991
|
|
All other countries
|
|
1,342
|
|
|
1,552
|
|
||
Total revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
|
|
Fair Value
|
||
Cash paid on January 2, 2020
|
|
$
|
1,325
|
|
Non-interest bearing unsecured convertible notes
|
|
1,634
|
|
|
Transaction costs paid on January 2, 2020 on behalf of Careem
|
|
34
|
|
|
Contingent cash consideration
|
|
14
|
|
|
Stock-based compensation awards attributable to pre-combination services
|
|
6
|
|
|
Total consideration
|
|
$
|
3,013
|
|
|
|
Fair Value
|
||
Current assets
|
|
$
|
45
|
|
Goodwill
|
|
2,515
|
|
|
Intangible assets
|
|
540
|
|
|
Other long-term assets
|
|
81
|
|
|
Total assets acquired
|
|
3,181
|
|
|
Current liabilities
|
|
(56
|
)
|
|
Deferred tax liability
|
|
(44
|
)
|
|
Other long-term liabilities
|
|
(68
|
)
|
|
Total liabilities assumed
|
|
(168
|
)
|
|
Total
|
|
$
|
3,013
|
|
|
|
Fair Value
|
|
Weighted Average Remaining Useful Life - Years
|
||
Rider relationships
|
|
$
|
270
|
|
|
15
|
Captains network
|
|
40
|
|
|
1
|
|
Developed technology
|
|
110
|
|
|
4
|
|
Trade names
|
|
120
|
|
|
10
|
|
Total
|
|
$
|
540
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|
% Change
(Constant Currency (1)) |
||||||
Monthly Active Platform Consumers (“MAPCs”) (2)
|
|
93
|
|
|
103
|
|
|
11
|
%
|
|
|
|||
Trips (2)
|
|
1,550
|
|
|
1,658
|
|
|
7
|
%
|
|
|
|||
Gross Bookings (2)
|
|
$
|
14,649
|
|
|
$
|
15,776
|
|
|
8
|
%
|
|
10
|
%
|
Revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
|
14
|
%
|
|
16
|
%
|
Adjusted Net Revenue (1), (2)
|
|
$
|
2,761
|
|
|
$
|
3,256
|
|
|
18
|
%
|
|
19
|
%
|
Net loss attributable to Uber Technologies, Inc. (3)
|
|
$
|
(1,012
|
)
|
|
$
|
(2,936
|
)
|
|
(190
|
)%
|
|
|
|
Rides Adjusted EBITDA
|
|
$
|
192
|
|
|
$
|
581
|
|
|
203
|
%
|
|
|
|
Adjusted EBITDA (1), (2)
|
|
$
|
(869
|
)
|
|
$
|
(612
|
)
|
|
30
|
%
|
|
|
•
|
a guaranteed minimum earnings standard for Drivers;
|
•
|
occupational/accident insurance for injury protection;
|
•
|
healthcare subsidies; and
|
•
|
protection against discrimination and harassment.
|
•
|
Interest income, which consists primarily of interest earned on our cash and cash equivalents and restricted cash and cash equivalents.
|
•
|
Foreign currency exchange gains (losses), net, which consist primarily of remeasurement of transactions and monetary assets and liabilities denominated in currencies other than the functional currency at the end of the period.
|
•
|
Gain on business divestiture.
|
•
|
Unrealized gain (loss) on debt and equity securities, net, which consists primarily of gains (losses) from fair value adjustments relating to our non-marketable securities.
|
•
|
Impairment of debt and equity securities.
|
•
|
Change in fair value of embedded derivatives, which consists primarily of gains and losses on embedded derivatives related to our Convertible Notes until their extinguishment in connection with our IPO.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2020
|
||||
|
|
|
|
|
||||
Revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
Costs and expenses:
|
|
|
|
|
||||
Cost of revenue, exclusive of depreciation and amortization shown separately below
|
|
1,681
|
|
|
1,786
|
|
||
Operations and support
|
|
434
|
|
|
503
|
|
||
Sales and marketing
|
|
1,040
|
|
|
885
|
|
||
Research and development
|
|
409
|
|
|
645
|
|
||
General and administrative
|
|
423
|
|
|
859
|
|
||
Depreciation and amortization
|
|
146
|
|
|
128
|
|
||
Total costs and expenses
|
|
4,133
|
|
|
4,806
|
|
||
Loss from operations
|
|
(1,034
|
)
|
|
(1,263
|
)
|
||
Interest expense
|
|
(217
|
)
|
|
(118
|
)
|
||
Other income (expense), net
|
|
260
|
|
|
(1,795
|
)
|
||
Loss before income taxes and loss from equity method investment
|
|
(991
|
)
|
|
(3,176
|
)
|
||
Provision for (benefit from) income taxes
|
|
19
|
|
|
(242
|
)
|
||
Loss from equity method investments, net of tax
|
|
(6
|
)
|
|
(12
|
)
|
||
Net loss including non-controlling interests
|
|
(1,016
|
)
|
|
(2,946
|
)
|
||
Less: net loss attributable to non-controlling interests, net of tax
|
|
(4
|
)
|
|
(10
|
)
|
||
Net loss attributable to Uber Technologies, Inc.
|
|
$
|
(1,012
|
)
|
|
$
|
(2,936
|
)
|
|
|
Three Months Ended March 31,
|
||||
|
|
2019
|
|
2020
|
||
|
|
|
|
|
||
Revenue
|
|
100
|
%
|
|
100
|
%
|
Costs and expenses:
|
|
|
|
|
||
Cost of revenue, exclusive of depreciation and amortization shown separately below
|
|
54
|
%
|
|
50
|
%
|
Operations and support
|
|
14
|
%
|
|
14
|
%
|
Sales and marketing
|
|
34
|
%
|
|
25
|
%
|
Research and development
|
|
13
|
%
|
|
18
|
%
|
General and administrative
|
|
14
|
%
|
|
24
|
%
|
Depreciation and amortization
|
|
5
|
%
|
|
4
|
%
|
Total costs and expenses
|
|
133
|
%
|
|
136
|
%
|
Loss from operations
|
|
(33
|
)%
|
|
(36
|
)%
|
Interest expense
|
|
(7
|
)%
|
|
(3
|
)%
|
Other income (expense), net
|
|
8
|
%
|
|
(51
|
)%
|
Loss before income taxes and loss from equity method investment
|
|
(32
|
)%
|
|
(90
|
)%
|
Provision for (benefit from) income taxes
|
|
1
|
%
|
|
(7
|
)%
|
Loss from equity method investment, net of tax
|
|
—
|
%
|
|
—
|
%
|
Net loss including non-controlling interests
|
|
(33
|
)%
|
|
(83
|
)%
|
Less: net loss attributable to non-controlling interests, net of tax
|
|
—
|
%
|
|
—
|
%
|
Net loss attributable to Uber Technologies, Inc.
|
|
(33
|
)%
|
|
(83
|
)%
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Rides
|
|
$
|
2,418
|
|
|
$
|
2,470
|
|
|
2
|
%
|
Eats
|
|
536
|
|
|
819
|
|
|
53
|
%
|
||
Freight
|
|
127
|
|
|
199
|
|
|
57
|
%
|
||
Other Bets
|
|
18
|
|
|
30
|
|
|
66
|
%
|
||
ATG and Other Technology Programs (1)
|
|
—
|
|
|
25
|
|
|
**
|
|
||
Total revenue
|
|
$
|
3,099
|
|
|
$
|
3,543
|
|
|
14
|
%
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Cost of revenue, exclusive of depreciation and amortization
|
|
$
|
1,681
|
|
|
$
|
1,786
|
|
|
6
|
%
|
Percentage of revenue
|
|
54
|
%
|
|
50
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Operations and support
|
|
$
|
434
|
|
|
$
|
503
|
|
|
16
|
%
|
Percentage of revenue
|
|
14
|
%
|
|
14
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Sales and marketing
|
|
$
|
1,040
|
|
|
$
|
885
|
|
|
(15
|
)%
|
Percentage of revenue
|
|
34
|
%
|
|
25
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Research and development
|
|
$
|
409
|
|
|
$
|
645
|
|
|
58
|
%
|
Percentage of revenue
|
|
13
|
%
|
|
18
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
General and administrative
|
|
$
|
423
|
|
|
$
|
859
|
|
|
103
|
%
|
Percentage of revenue
|
|
14
|
%
|
|
24
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Depreciation and amortization
|
|
$
|
146
|
|
|
$
|
128
|
|
|
(12
|
)%
|
Percentage of revenue
|
|
5
|
%
|
|
4
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Interest expense
|
|
$
|
(217
|
)
|
|
$
|
(118
|
)
|
|
(46
|
)%
|
Percentage of revenue
|
|
(7
|
)%
|
|
(3
|
)%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Interest income
|
|
$
|
44
|
|
|
$
|
38
|
|
|
(14
|
)%
|
Foreign currency exchange gains (losses), net
|
|
(1
|
)
|
|
(28
|
)
|
|
**
|
|
||
Gain on business divestiture
|
|
—
|
|
|
154
|
|
|
**
|
|
||
Unrealized gain (loss) on debt and equity securities, net
|
|
16
|
|
|
(114
|
)
|
|
**
|
|
||
Impairment of debt and equity securities
|
|
—
|
|
|
(1,863
|
)
|
|
**
|
|
||
Change in fair value of embedded derivatives
|
|
175
|
|
|
—
|
|
|
(100
|
)%
|
||
Other
|
|
26
|
|
|
18
|
|
|
(31
|
)%
|
||
Other income (expense), net
|
|
$
|
260
|
|
|
$
|
(1,795
|
)
|
|
**
|
|
Percentage of revenue
|
|
8
|
%
|
|
(51
|
)%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
||||
|
|
|
|
|
|
|
||||
Provision for (benefit from) income taxes
|
|
$
|
19
|
|
|
$
|
(242
|
)
|
|
**
|
Effective tax rate
|
|
(2
|
)%
|
|
8
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Loss from equity method investments, net of tax
|
|
$
|
(6
|
)
|
|
$
|
(12
|
)
|
|
(100
|
)%
|
Percentage of revenue
|
|
—
|
%
|
|
—
|
%
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Rides
|
|
$
|
2,377
|
|
|
$
|
2,475
|
|
|
4
|
%
|
Eats
|
|
239
|
|
|
527
|
|
|
121
|
%
|
||
Freight
|
|
127
|
|
|
199
|
|
|
57
|
%
|
||
Other Bets
|
|
18
|
|
|
30
|
|
|
66
|
%
|
||
ATG and Other Technology Programs collaboration revenue (2)
|
|
—
|
|
|
25
|
|
|
**
|
|
||
Adjusted Net Revenue
|
|
$
|
2,761
|
|
|
$
|
3,256
|
|
|
18
|
%
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Rides
|
|
$
|
192
|
|
|
$
|
581
|
|
|
203
|
%
|
Eats
|
|
(309
|
)
|
|
(313
|
)
|
|
(1
|
)%
|
||
Freight
|
|
(29
|
)
|
|
(64
|
)
|
|
(121
|
)%
|
||
Other Bets
|
|
(42
|
)
|
|
(63
|
)
|
|
(50
|
)%
|
||
ATG and Other Technology Programs
|
|
(113
|
)
|
|
(108
|
)
|
|
4
|
%
|
||
Corporate G&A and Platform R&D (1), (2)
|
|
(568
|
)
|
|
(645
|
)
|
|
(14
|
)%
|
||
Adjusted EBITDA(3)
|
|
$
|
(869
|
)
|
|
$
|
(612
|
)
|
|
30
|
%
|
|
|
Q2
2018 |
|
|
Q3
2018 |
|
|
Q4
2018 |
|
|
Q1
2019 |
|
|
Q2
2019 |
|
|
Q3
2019 |
|
|
Q4
2019 |
|
|
Q1
2020 |
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Rides
|
|
$
|
10,166
|
|
|
$
|
10,488
|
|
|
$
|
11,479
|
|
|
$
|
11,446
|
|
|
$
|
12,188
|
|
|
$
|
12,554
|
|
|
$
|
13,512
|
|
|
$
|
10,874
|
|
Eats
|
|
1,774
|
|
|
2,111
|
|
|
2,561
|
|
|
3,071
|
|
|
3,386
|
|
|
3,658
|
|
|
4,374
|
|
|
4,683
|
|
||||||||
Freight
|
|
70
|
|
|
123
|
|
|
126
|
|
|
128
|
|
|
167
|
|
|
223
|
|
|
219
|
|
|
198
|
|
||||||||
Other Bets
|
|
2
|
|
|
3
|
|
|
3
|
|
|
4
|
|
|
15
|
|
|
30
|
|
|
26
|
|
|
21
|
|
||||||||
ATG & Other Technology Programs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Adjusted Net Revenue
|
|
$
|
2,761
|
|
|
$
|
3,256
|
|
|
18
|
%
|
|
|
Three Months Ended March 31,
|
|
|
|||||||
(In millions, except percentages)
|
|
2019
|
|
2020
|
|
% Change
|
|||||
|
|
|
|
|
|
|
|||||
Adjusted EBITDA
|
|
$
|
(869
|
)
|
|
$
|
(612
|
)
|
|
30
|
%
|
|
|
Three Months Ended March 31,
|
||||||
(In millions)
|
|
2019
|
|
2020
|
||||
|
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(In millions)
|
|
2019
|
|
2020
|
||||
|
|
|
|
|
||||
Rides Adjusted Net Revenue reconciliation:
|
|
|
|
|
||||
Rides revenue
|
|
$
|
2,418
|
|
|
$
|
2,470
|
|
Deduct:
|
|
|
|
|
||||
Excess Driver incentives
|
|
(12
|
)
|
|
(3
|
)
|
||
Driver referrals
|
|
(29
|
)
|
|
(9
|
)
|
||
Add:
|
|
|
|
|
||||
COVID-19 response initiative
|
|
—
|
|
|
17
|
|
||
Rides Adjusted Net Revenue
|
|
$
|
2,377
|
|
|
$
|
2,475
|
|
|
|
Three Months Ended March 31,
|
||||||
(In millions)
|
|
2019
|
|
2020
|
||||
|
|
|
|
|
||||
Eats Adjusted Net Revenue reconciliation:
|
|
|
|
|
||||
Eats revenue
|
|
$
|
536
|
|
|
$
|
819
|
|
Deduct:
|
|
|
|
|
||||
Excess Driver incentives
|
|
(291
|
)
|
|
(292
|
)
|
||
Driver referrals
|
|
(6
|
)
|
|
(2
|
)
|
||
Add:
|
|
|
|
|
||||
COVID-19 response initiative
|
|
—
|
|
|
2
|
|
||
Eats Adjusted Net Revenue
|
|
$
|
239
|
|
|
$
|
527
|
|
•
|
Adjusted EBITDA excludes certain recurring, non-cash charges, such as depreciation of property and equipment and amortization of intangible assets, and although these are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect all cash capital expenditure requirements for such replacements or for new capital expenditure requirements;
|
•
|
Adjusted EBITDA excludes stock-based compensation expense, which has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of our compensation strategy;
|
•
|
Adjusted EBITDA excludes other items not indicative of our ongoing operating performance, including COVID-19 response initiatives related to payments for financial assistance to Drivers personally impacted by COVID-19 and the cost of personal protective equipment distributed to Drivers;
|
•
|
Adjusted EBITDA does not reflect period to period changes in taxes, income tax expense or the cash necessary to pay income taxes;
|
•
|
Adjusted EBITDA does not reflect the components of other income (expense), net, which primarily includes interest income, foreign currency exchange gains (losses), net, gains on business divestitures, unrealized gain (loss) on debt and equity securities, net, impairment of debt and equity securities, and change in fair value of embedded derivatives; and
|
•
|
Adjusted EBITDA excludes certain legal, tax, and regulatory reserve changes and settlements that may reduce cash available to us.
|
|
|
Three Months Ended March 31,
|
||||||
(In millions)
|
|
2019
|
|
2020
|
||||
|
|
|
|
|
||||
Adjusted EBITDA reconciliation:
|
|
|
|
|
||||
Net loss attributable to Uber Technologies, Inc.
|
|
$
|
(1,012
|
)
|
|
$
|
(2,936
|
)
|
Add (deduct):
|
|
|
|
|
||||
Net loss attributable to non-controlling interests, net of tax
|
|
(4
|
)
|
|
(10
|
)
|
||
Provision for (benefit from) income taxes
|
|
19
|
|
|
(242
|
)
|
||
Loss from equity method investment, net of tax
|
|
6
|
|
|
12
|
|
||
Interest expense
|
|
217
|
|
|
118
|
|
||
Other (income) expense, net
|
|
(260
|
)
|
|
1,795
|
|
||
Depreciation and amortization
|
|
146
|
|
|
128
|
|
||
Stock-based compensation expense
|
|
11
|
|
|
277
|
|
||
Legal, tax, and regulatory reserve changes and settlements
|
|
—
|
|
|
19
|
|
||
Goodwill and asset impairments/loss on sale of assets
|
|
8
|
|
|
193
|
|
||
Uber Eats India transaction and related costs
|
|
—
|
|
|
10
|
|
||
COVID-19 response initiatives
|
|
—
|
|
|
24
|
|
||
Adjusted EBITDA
|
|
$
|
(869
|
)
|
|
$
|
(612
|
)
|
|
|
Three Months Ended March 31,
|
||||||
(In millions)
|
|
2019
|
|
2020
|
||||
|
|
|
|
|
||||
Net cash used in operating activities
|
|
$
|
(722
|
)
|
|
$
|
(463
|
)
|
Net cash provided by (used in) investing activities
|
|
204
|
|
|
(1,856
|
)
|
||
Net cash used in financing activities
|
|
(46
|
)
|
|
(63
|
)
|
•
|
AB5 Lawsuits and Governmental Inquiries
|
•
|
State Unemployment Tax Proceedings
|
•
|
Google v. Levandowski; Google v. Levandowski & Ron
|
•
|
Aslam, Farrar, Hoy and Mithu v. Uber B.V., Uber Britannia Ltd. and Uber London Ltd.
|
•
|
Rides. Our Rides offering competes with personal vehicle ownership and usage, which accounts for the majority of passenger miles in the markets that we serve, and traditional transportation services, including taxicab companies and taxi-hailing services, and livery services. In addition, public transportation can be a superior substitute to our Rides offering and in many cases, offers a faster and lower-cost travel option in many cities. We also compete with other ridesharing companies, including certain of our minority-owned affiliates, for Drivers and riders, including Lyft, OLA, Didi, Taxify, and our Yandex.Taxi joint venture.
|
•
|
Eats: Our Eats offering competes with numerous companies in the meal delivery space in various regions for Drivers, consumers, and restaurants, including GrubHub, DoorDash, Deliveroo, Postmates, Delivery Hero, Just Eat, Takeaway.com, and Amazon. Our Eats offering also competes with restaurants, including those that offer their own delivery and/or take-away, meal kit delivery services, grocery delivery services, and traditional grocers.
|
•
|
Freight: Our Freight offering competes with global and North American freight brokers such as C.H. Robinson, Total Quality Logistics, XPO Logistics, Convoy, Echo Global Logistics, Coyote, Transfix, DHL, and NEXT Trucking, among others.
|
•
|
Other Bets. Our New Mobility offering, included in our Other Bets segment, competes for riders in the bike and scooter space, including Motivate (an affiliate of Lyft), Lime, Bird, and Skip.
|
•
|
ATG and Other Technology Programs. Our ATG and Other Technology Programs segment competes with OEMs and other technology companies in the development of autonomous vehicle technologies and the deployment of autonomous vehicles, including Waymo, Cruise Automation, Tesla, Apple, Zoox, Aptiv, Aurora, and Nuro.
|
•
|
operational and compliance challenges caused by distance, language, and cultural differences;
|
•
|
the resources required to localize our business, which requires the translation of our mobile app and website into foreign languages and the adaptation of our operations to local practices, laws, and regulations and any changes in such practices, laws, and regulations;
|
•
|
laws and regulations more restrictive than those in the United States, including laws governing competition, pricing, payment methods, Internet activities, transportation services (such as taxis and vehicles for hire), transportation network companies (such as ridesharing), logistics services, payment processing and payment gateways, real estate tenancy laws, tax and social security laws, employment and labor laws, driver screening and background checks, licensing regulations, email messaging, privacy, location services, collection, use, processing, or sharing of personal information, ownership of intellectual property, and other activities important to our business;
|
•
|
competition with companies or other services (such as taxis or vehicles for hire) that understand local markets better than we do, that have pre-existing relationships with potential platform users in those markets, or that are favored by government or regulatory authorities in those markets;
|
•
|
differing levels of social acceptance of our brand, products, and offerings;
|
•
|
differing levels of technological compatibility with our platform;
|
•
|
exposure to business cultures in which improper business practices may be prevalent;
|
•
|
legal uncertainty regarding our liability for the actions of platform users and third parties, including uncertainty resulting from unique local laws or a lack of clear legal precedent;
|
•
|
difficulties in managing, growing, and staffing international operations, including in countries in which foreign employees may become part of labor unions, employee representative bodies, or collective bargaining agreements, and challenges relating to work stoppages or slowdowns;
|
•
|
fluctuations in currency exchange rates;
|
•
|
managing operations in markets in which cash transactions are favored over credit or debit cards;
|
•
|
regulations governing the control of local currencies that impact our ability to collect fares on behalf of Drivers and remit those funds to Drivers in the same currencies, as well as higher levels of credit risk and payment fraud;
|
•
|
adverse tax consequences, including the complexities of foreign value added tax systems, and restrictions on the repatriation of earnings;
|
•
|
increased financial accounting and reporting burdens, and complexities associated with implementing and maintaining adequate internal controls;
|
•
|
difficulties in implementing and maintaining the financial systems and processes needed to enable compliance across multiple offerings and jurisdictions;
|
•
|
import and export restrictions and changes in trade regulation;
|
•
|
political, social, and economic instability abroad, terrorist attacks and security concerns in general, and societal crime conditions that can directly impact platform users;
|
•
|
public health concerns or emergencies, such as the current COVID-19 pandemic and other highly communicable diseases or viruses, outbreaks of which have from time to time occurred in various parts of the world in which we operate; and
|
•
|
reduced or varied protection for intellectual property rights in some markets.
|
•
|
grow supply and demand on our platform;
|
•
|
increase existing platform users’ activity on our platform;
|
•
|
continue to introduce our platform to new markets;
|
•
|
provide high-quality support to Drivers, consumers, restaurants, shippers, and carriers;
|
•
|
expand our business and increase our market share and category position;
|
•
|
compete with the products and offerings of, and pricing and incentives offered by, our competitors;
|
•
|
develop new products, offerings, and technologies;
|
•
|
identify and acquire or invest in businesses, products, offerings, or technologies that we believe could complement or expand our platform;
|
•
|
penetrate suburban and rural areas and increase the number of rides taken on our platform outside metropolitan areas;
|
•
|
reduce the costs of our Rides and New Mobility offerings to better compete with personal vehicle ownership and usage and other low-cost alternatives like public transportation, which in many cases can be faster or cheaper than any other form of transportation;
|
•
|
maintain existing local regulations in key markets where we operate;
|
•
|
enter or expand operations in some of the key countries in which we are currently limited by local regulations, such as Argentina, Germany, Italy, Japan, South Korea, and Spain; and
|
•
|
increase positive perception of our brand.
|
•
|
the imposition of trade laws or regulations;
|
•
|
the imposition of duties, tariffs, and other charges on imports and exports, including with respect to imports and exports of dockless e-bikes and e-scooters from China;
|
•
|
disruption in the supply of certain hardware and components from our international suppliers, particularly those in China;
|
•
|
public health concerns or epidemics, such as the current COVID-19 pandemic, affecting the production capabilities of our suppliers, including by resulting in quarantines or closures;
|
•
|
foreign currency fluctuations;
|
•
|
theft; and
|
•
|
restrictions on the transfer of funds.
|
•
|
diverting management time and focus from operating our business to acquisition integration;
|
•
|
disrupting our ongoing business operations;
|
•
|
platform user acceptance of the acquired company’s offerings;
|
•
|
implementing or remediating the controls, procedures, and policies of the acquired company;
|
•
|
integrating the acquired business onto our systems and ensuring the acquired business meets our financial reporting requirements and timelines;
|
•
|
retaining and integrating acquired employees, including aligning incentives between acquired employees and existing employees, as well as managing costs associated with eliminating redundancies or transferring employees on acceptable terms with minimal business disruption;
|
•
|
maintaining important business relationships and contracts of the acquired business;
|
•
|
liability for pre-acquisition activities of the acquired company;
|
•
|
litigation or other claims or liabilities arising in connection with the acquisition or the acquired company; and
|
•
|
impairment charges associated with goodwill, long-lived assets, investments, and other acquired intangible assets.
|
•
|
actual or anticipated fluctuations in MAPCs, Trips, Adjusted EBITDA, Adjusted Net Revenue, Gross Bookings, revenue, or other operating and financial results;
|
•
|
announcements by us or estimates by third parties of actual or anticipated changes in the number of Drivers and consumers on our platform;
|
•
|
variations between our actual operating results and the expectations of our management, securities analysts, investors, the financial community;
|
•
|
actions of securities analysts who initiate or maintain coverage of us, changes in financial estimates by any securities analysts who follow our company, or our failure to meet these estimates or the expectations of investors;
|
•
|
announcements by us or our competitors of significant products or features, technical innovations, acquisitions, strategic partnerships, joint ventures, or capital commitments;
|
•
|
negative media coverage or publicity;
|
•
|
changes in operating performance and stock market valuations of technology companies generally, or those in our industry in particular, including our competitors;
|
•
|
price and volume fluctuations in the overall stock market, including as a result of trends in the economy as a whole;
|
•
|
lawsuits threatened, filed, or decided against us;
|
•
|
developments in legislation or regulatory actions, including interim or final rulings by judicial or regulatory bodies (including any competition authorities blocking, delaying, or subjecting our acquisition of Careem to significant limitations or restrictions on our ability to operate in one or more markets, or requiring us to divest our or Careem’s business in one or more markets);
|
•
|
changes in accounting standards, policies, guidelines, interpretations, or principles;
|
•
|
any major change in our board of directors or management;
|
•
|
any safety incidents or public reports of safety incidents that occur on our platform or in our industry;
|
•
|
statements, commentary, or opinions by public officials that our product offerings are or may be unlawful, regardless of any interim or final rulings by judicial or regulatory bodies; and
|
•
|
other events or factors, including those resulting from war, incidents of terrorism, natural disasters, public health concerns or epidemics, such as the current COVID-19 pandemic, natural disasters, or responses to these events.
|
•
|
our board of directors has the right to elect directors to fill vacancies created by the expansion of our board of directors or the resignation, death, or removal of a director, which prevents stockholders from being able to fill vacancies on our board of directors;
|
•
|
advance notice requirements for stockholder proposals, which may reduce the number of stockholder proposals available for stockholder consideration;
|
•
|
limitations on stockholder ability to convene special stockholder meetings, which could make it difficult for our stockholders to adopt desired governance changes;
|
•
|
prohibition on cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates; and
|
•
|
our board of directors is able to issue, without stockholder approval, shares of undesignated preferred stock, which makes it possible for our board of directors to issue preferred stock with voting or other rights or preferences that could impede the success of any attempt to acquire us.
|
•
|
any derivative action or proceeding brought on our behalf;
|
•
|
any action asserting a breach of fiduciary duty;
|
•
|
any action asserting a claim against us or our directors, officers, or employees arising under the Delaware General Corporation Law, our amended and restated certificate of incorporation, or our amended and restated bylaws;
|
•
|
any action regarding our amended and restated certificate of incorporation or our amended and restated bylaws;
|
•
|
any action as to which the Delaware General Corporation Law confers jurisdiction to the Court of Chancery of the State of Delaware; and
|
•
|
any action asserting a claim against us that is governed by the internal-affairs doctrine.
|
Exhibit
No.
|
|
Exhibit Description
|
|
Incorporated by Reference
|
||||||
|
Form
|
|
File Number
|
|
Exhibit
|
|
Filing Date
|
|||
3.1
|
|
|
8-K
|
|
001-38902
|
|
3.1
|
|
May 14, 2019
|
|
3.2
|
|
|
8-K
|
|
001-38902
|
|
3.2
|
|
May 14, 2019
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
31.1
|
|
|
|
|
|
|
|
|
|
|
31.2
|
|
|
|
|
|
|
|
|
|
|
32.1*
|
|
|
|
|
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
|
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
|
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Labels Linkbase Document.
|
|
|
|
|
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
|
|
|
|
|
|
104
|
|
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UBER TECHNOLOGIES, INC.
|
|
|
Date: May 8, 2020
|
By: /s/ Dara Khosrowshahi
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Dara Khosrowshahi
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Chief Executive Officer and Director
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(Principal Executive Officer)
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Date: May 8, 2020
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By: /s/ Nelson Chai
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Nelson Chai
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Chief Financial Officer
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(Principal Financial Officer)
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1.
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PAYMENTS OF PRINCIPAL.
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(c)
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The Issuer may not voluntarily prepay or redeem the Note.
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3.
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CONVERSIONS.
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(b)
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Mechanics of Conversion.
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10.
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TRANSFER AND RELATED PROVISIONS.
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11.
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ISSUER REGISTRATION.
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d.
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Limitations.
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12.
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REISSUANCE OF THIS NOTE.
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16.
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NOTICES AND PAYMENTS.
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ii.
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if to the Holder, then to the address set forth in the Spreadsheet.
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d.
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“Conversion Price” means US$55.00 per share.
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f.
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“Exchange Act” means the Securities Exchange Act of 1934, as amended.
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k.
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“Permitted Transfer” means:
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p.
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“SEC” means the United States Securities and Exchange Commission.
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By:
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Name:
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Title:
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By:
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Title:
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Dated:
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By:
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Name:
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Title:
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Date:
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_____________ , 20[ ]
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By:
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Name:
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Title:
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Date:
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_____________ , 20[ ]
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1.
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Duties and Scope of Employment.
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2.
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Cash and Incentive Compensation.
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3.
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Termination.
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4.
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Pre-Employment Conditions.
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5.
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Successors.
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6.
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Miscellaneous Provisions.
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Uber on,
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/s/ Travis Kalanick
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Travis Kalanick
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Authorized Signatory
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/s/ Jill Hazelbaker
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Jill Hazelbaker
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cc: Liane Hornsey
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Uber Technologies, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(c)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
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May 8, 2020
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By:
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/s/ Dara Khosrowshahi
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Dara Khosrowshahi
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Chief Executive Officer and Director
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(Principal Executive Officer)
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Uber Technologies, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(c)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
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May 8, 2020
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By:
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/s/ Nelson Chai
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Nelson Chai
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Chief Financial Officer
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(Principal Financial Officer)
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Date:
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May 8, 2020
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By:
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/s/ Dara Khosrowshahi
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Dara Khosrowshahi
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Chief Executive Officer and Director
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(Principal Executive Officer)
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Date:
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May 8, 2020
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By:
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/s/ Nelson Chai
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Nelson Chai
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Chief Financial Officer
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(Principal Financial Officer)
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