Uber Technologies, Inc (Form: 8-K, Received: 01/14/2021 16:06:56)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________

FORM 8-K

____________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 14, 2021

____________________________________________

UBER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

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Delaware	001-38902	45-2647441
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

1515 3rd Street

San Francisco, California 94158

(Address of principal executive offices, including zip code)

(415) 612-8582

(Registrant’s telephone number, including area code)

1455 Market Street, 4th Floor

San Francisco, California 94103

(Former name or former address, if changed since last report)

____________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ¨

Item 8.01 Other Events.

During the fourth quarter of 2020, Uber Technologies, Inc. (the “Company”) changed its accounting policy related to the presentation of excess Driver incentives. Excess Driver incentives refer to the cumulative payments to Drivers in excess of cumulative revenue from Drivers. Beginning with the quarter and year ended December 31, 2020, the Company's new presentation for excess Driver incentives has changed from presenting them within GAAP cost of revenue, exclusive of depreciation and amortization, to presenting them as a reduction of GAAP revenue in the Company's consolidated statements of operations.

As the Company's business has evolved, it believes the new presentation policy is preferable as it better reflects the financial performance of transactions with customers across all of the Company's businesses and provides more clarity about changes in both GAAP revenue and GAAP cost of revenue, exclusive of depreciation and amortization.

Accordingly, the Company will no longer present Adjusted Net Revenue, a non-GAAP financial measure that adjusted GAAP revenue primarily for excess Driver incentives.

The Company is furnishing this Current Report on Form 8-K to reflect the change in accounting policy on selected historical financial information. Beginning with the quarter and year ended December 31, 2020, the Company's financial information will reflect the impact of the change in accounting policy, with prior periods retrospectively adjusted.

As a result of the new accounting policy and to enable a comparison between the information to be presented in the Company's fourth quarter and full year 2020 earnings release with prior periods, the Company has furnished herewith as Exhibit 99.1 unaudited supplemental financial information that reflects the effects of the accounting policy change to GAAP revenue and GAAP cost of revenue, exclusive of depreciation and amortization, for the years ended December 31, 2018 and 2019 and each of the three quarters ended March 31, 2020, June 30, 2020 and September 30, 2020.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number						Description
99.1						Uber Technologies, Inc.’s Unaudited Financial Information Retrospectively Adjusted for the Change in Accounting Policy
104						The cover page of this Current Report on Form 8-K is formatted in Inline XBRL

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




			UBER TECHNOLOGIES, INC.

Date: January 14, 2021			By: /s/ Dara Khosrowshahi
			Dara Khosrowshahi
			Chief Executive Officer

Exhibit 99.1

UBER TECHNOLOGIES, INC.

SELECT HISTORICAL REVENUE AND COST OF REVENUE INFORMATION

For Years Ended December 31, 2018 and 2019 and Each of the Three Consecutive Quarters Ended September 30, 2020

(In millions)

(Unaudited)

Change in Accounting Policy

During the fourth quarter of 2020, Uber Technologies, Inc. (“we,” “us,” or “our”) changed our accounting policy related to the presentation of cumulative payments to Drivers in excess of cumulative revenue from Drivers. Our policy for the presentation of these excess cumulative payments has changed from presenting them within cost of revenue, exclusive of depreciation and amortization, to presenting them as a reduction of revenue in our consolidated statements of operations.

As our business has evolved, we believe our new presentation policy is preferable as it better reflects the financial performance of transactions with customers across all of our businesses and provides more clarity about changes in both revenue and cost of revenue, exclusive of depreciation and amortization, resulting in improved financial reporting and alignment with financial information used internally by management.

In accordance with generally accepted accounting principles, all periods presented below have been retrospectively adjusted to reflect the effects of the change to revenue and cost of revenue, exclusive of depreciation and amortization. There was no net impact to loss from operations, net loss attributable to Uber Technologies, Inc., or net loss per share for any periods presented. The consolidated balance sheets, consolidated statements of mezzanine equity and equity (deficit), and the consolidated statements of cash flows are not affected by this change in accounting policy. The effect of the change is as follows:


	Year Ended December 31, 2018						Year Ended December 31, 2019
(In millions)	Previously Reported		Effect of Change		As Adjusted		Previously Reported		Effect of Change		As Adjusted
Revenue	$	11,270	$	(837)	$	10,433	$	14,147	$	(1,147)	$	13,000
Cost of revenue, exclusive of depreciation and amortization	5,623		(837)		4,786		7,208		(1,147)		6,061


	Three Months Ended March 31, 2020						Three Months Ended June 30, 2020						Three Months Ended September 30, 2020
(In millions)	Previously Reported		Effect of Change		As Adjusted		Previously Reported		Effect of Change		As Adjusted		Previously Reported		Effect of Change		As Adjusted
Revenue	$	3,543	$	(295)	$	3,248	$	2,241	$	(328)	$	1,913	$	3,129	$	(316)	$	2,813
Cost of revenue, exclusive of depreciation and amortization	1,786		(295)		1,491		1,252		(328)		924		1,614		(316)		1,298