You should read the following discussion and analysis of our financial condition
and results of operations together with our consolidated financial statements
and related notes included elsewhere in this Annual Report on Form 10-K. This
discussion contains forward-looking statements based upon current expectations
that involve risks and uncertainties. Our actual results may differ materially
from those anticipated in these forward-looking statements as a result of
various factors, including those set forth under the section titled "Risk
Factors" or in other parts of this Annual Report on Form 10-K. Our historical
results are not necessarily indicative of the results that may be expected for
any period in the future. Except as otherwise noted, all references to 2021
refer to the year ended December 31, 2021, references to 2020 refer to the year
ended December 31, 2020, and references to 2019 refer to the year ended
December 31, 2019.

The following discussion should be read in conjunction with the consolidated
financial statements and accompanying notes included in Part II, Item 8 of this
Annual Report on Form 10-K. This section of this Annual Report on Form 10-K
generally discusses 2021 and 2020 items and year-to-year comparisons between
2021 and 2020. Discussions of 2019 items and year-to-year comparisons between
2020 and 2019 are not included in this Form 10-K, and can be found in
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" in Part II, Item 7 of the Company's Annual Report on Form 10-K for
the year ended December 31, 2020, filed on February 26, 2021.

Due to the unprecedented impact of COVID-19 on our operating results in 2020, we
have included certain key comparisons to 2019 to provide a more useful picture
of our results in 2021. We believe that the modest recovery in the latter half
of 2020 beginning in the second quarter was attributable to the renewed ability
and willingness for guests to travel, the resilience of our Hosts, and relative
strength of our business model. From December 31, 2019 through December 31,
2020, active listings remained stable at approximately 5.6 million despite the
decline in booking activity on our platform due to COVID-19. Against an
otherwise highly negative travel backdrop, there are several areas of our
business that have shown resilience, notably, domestic travel, short-distance
travel, travel outside of our top 20 cities, and long-term stays.

Overview



We are a community based on connection and belonging-a community that was born
in 2007 when two Hosts welcomed three guests to their San Francisco home, and
has since grown to over 4 million Hosts who have welcomed over 1 billion guest
arrivals to over 100,000 cities and towns in almost every country and region
across the globe. Hosts on Airbnb are everyday people who share their worlds to
provide guests with the feeling of connection and being at home. We have five
stakeholders and is designed with all of them in mind. Along with employees and
shareholders, we serve Hosts, guests, and the communities in which they live. We
intend to make long-term decisions considering all of our stakeholders because
their collective success is key for our business to thrive.
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Our Business Model

We operate a global marketplace, where Hosts offer guests stays and experiences
on our platform. Our business model relies on the success of Hosts and guests
who join our community and generate consistent bookings over time. As Hosts
become more successful on our platform and as guests return over time, we
benefit from the recurring activity of our community.

Initial Public Offering



Our IPO was completed on December 14, 2020. Our consolidated financial
statements as of December 31, 2020 and for the year then-ended reflect the sale
by us of an aggregate of 55,000,000 shares in our IPO, including the exercise of
the underwriters' option to purchase additional shares, at the public offering
price of $68.00 per share, for net proceeds to us of approximately $3.7 billion,
after underwriting discounts and commissions and offering expenses, and the
conversion of all outstanding shares of our redeemable convertible preferred
stock into an aggregate of 240,910,588 shares of Class B common stock, including
1,286,694 shares of Class B common stock issuable pursuant to the anti-dilution
adjustment provisions relating to our Series C redeemable convertible preferred
stock.

Our consolidated financial statements as of December 31, 2020 and for the year
then-ended include stock-based compensation expense of $2.8 billion associated
with the vesting of RSUs in connection with our IPO for which the requisite
service-based vesting condition was met as of December 31, 2020. The
liquidity-based vesting condition for RSUs was satisfied upon the effectiveness
of our IPO Registration Statement on December 9, 2020.

Key Business Metrics and Non-GAAP Financial Measures
We track the following key business metrics and financial measures that are not
calculated and presented in accordance with GAAP ("non-GAAP financial measures")
to evaluate our operating performance, identify trends, formulate financial
projections, and make strategic decisions. Accordingly, we believe that these
key business metrics and non-GAAP financial measures provide useful information
to investors and others in understanding and evaluating our results of
operations in the same manner as our management team. We believe that non-GAAP
financial information, when taken collectively, may be helpful to investors
because it provides consistency and comparability with past financial
performance, and assists in comparisons with other companies, some of which use
similar non-GAAP financial information to supplement their GAAP results.

These key business metrics and non-GAAP financial measures are presented for
supplemental informational purposes only, should not be considered a substitute
for financial information presented in accordance with GAAP, and may be
different from similarly titled metrics or measures presented by other
companies. A reconciliation of each non-GAAP financial measure to the most
directly comparable financial measure stated in accordance with GAAP is provided
under the subsection titled "- Adjusted EBITDA" and "- Free Cash Flow" below.
Investors are encouraged to review the related GAAP financial measures and the
reconciliation of these non-GAAP financial measures to their most directly
comparable GAAP financial measures.

Key Business Metrics



We review the following key business metrics to measure our performance,
identify trends, formulate financial projections, and make strategic decisions.
We are not aware of any uniform standards for calculating these key metrics,
which may hinder comparability with other companies that may calculate similarly
titled metrics in a different way.

                                              Year Ended December 31,
                                           2019         2020         2021
                                                   (in millions)
Nights and Experiences Booked               326.9        193.2        300.6
Gross Booking Value                    $ 37,962.6   $ 23,896.9   $ 46,877.0

Nights and Experiences Booked



Nights and Experiences Booked is a key measure of the scale of our platform,
which in turn drives our financial performance. Nights and Experiences Booked on
our platform in a period represents the sum of the total number of nights booked
for stays and the total number of seats booked for experiences, net of
cancellations and alterations that occurred in that period. For example, a
booking made on February 15 would be reflected in Nights and Experiences Booked
for our quarter ended March 31. If, in the example, the booking were canceled on
May 15, Nights and Experiences Booked would be reduced by the cancellation for
our quarter ended June 30. A night can include one or more guests and can be for
a listing with one or more bedrooms. A seat is booked for each participant in an
experience. Substantially all of the bookings on our platform to date have come
from nights. We believe Nights and Experiences Booked is a key business metric
to help investors and others understand and evaluate our results of operations
in the same manner as our management team, as it represents a single unit of
transaction on our platform.

In 2021, we had 300.6 million Nights and Experiences Booked, a 56% increase from
193.2 million in 2020 and an 8% decrease from 326.9 million in 2019. Nights and
Experiences Booked grows as we attract new Hosts and guests to our platform and
as repeat guests increase their activity on our platform. Our Nights and
Experiences Booked saw continued strength in Nights and Experiences Booked in
North America, EMEA and Latin America.
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Gross Booking Value



GBV represents the dollar value of bookings on our platform in a period and is
inclusive of Host earnings, service fees, cleaning fees, and taxes, net of
cancellations and alterations that occurred during that period. The timing of
recording GBV and any related cancellations is similar to that described in the
subsection titled "- Key Business Metrics and Non-GAAP Financial Measures -
Nights and Experiences Booked" above. Revenue from the booking is recognized
upon check-in; accordingly, GBV is a leading indicator of revenue. The entire
amount of a booking is reflected in GBV during the quarter in which booking
occurs, whether the guest pays the entire amount of the booking upfront or
elects to use our Pay Less Upfront program. Growth in GBV reflects our ability
to attract and retain Hosts and guests and reflects growth in Nights and
Experiences Booked.

In 2021, our GBV was $46.9 billion, a 96% increase from $23.9 billion in 2020
and a 23% increase from $38.0 billion in 2019. The increase in our GBV was
primarily due to an increase in Nights and Experiences Booked and higher average
daily rates ("ADRs"). The travel recovery we are experiencing has been dominated
by our higher ADR regions-North America and Europe, in particular, whereas our
lowest ADR region, Asia Pacific remains depressed. On a constant currency basis,
the increase in GBV was 92% for the year ended December 31, 2021, as compared to
2020.

Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we believe the
following non-GAAP measures are useful in evaluating our operating performance.
We use the following non-GAAP financial information, collectively, to evaluate
our ongoing operations and for internal planning and forecasting purposes. We
believe that non-GAAP financial information, when taken collectively, may be
helpful to investors because it provides consistency and comparability with past
financial performance, and assists in comparisons with other companies, some of
which use similar non-GAAP financial information to supplement their GAAP
results. The non-GAAP financial information is presented for supplemental
informational purposes only, should not be considered a substitute for financial
information presented in accordance with GAAP, and may be different from
similarly titled non-GAAP measures used by other companies. A reconciliation of
each non-GAAP financial measure to the most directly comparable financial
measure stated in accordance with GAAP is provided below. Investors are
encouraged to review the related GAAP financial measures and the reconciliation
of these non-GAAP financial measures to their most directly comparable GAAP
financial measures.

The following table summarizes our non-GAAP financial measures, along with the most directly comparable GAAP measure, for each period presented below.


                                                                 Year Ended December 31,
                                                           2019           2020            2021
                                                                      (in thousands)
Net loss                                               $ (674,339)   $ (4,584,716)   $  (352,034)
Adjusted EBITDA                                        $ (253,260)   $   (250,673)   $ 1,593,406

Net cash provided by (used in) operating activities    $  222,727    $   (629,732)   $ 2,189,694
Free Cash Flow                                         $   97,275    $   (667,103)   $ 2,164,372



Adjusted EBITDA

We define Adjusted EBITDA as net income or loss adjusted for (i) provision for
(benefit from) income taxes; (ii) interest income, interest expense, and other
income (expense), net; (iii) depreciation and amortization; (iv) stock-based
compensation expense and stock-settlement obligations related to the IPO; (v)
acquisition-related impacts consisting of gains (losses) recognized on changes
in the fair value of contingent consideration arrangements; (vi) net changes to
the reserves for lodging taxes for which management believes it is probable that
we may be held jointly liable with Hosts for collecting and remitting such
taxes; and (vii) restructuring charges.
The above items are excluded from our Adjusted EBITDA measure because these
items are non-cash in nature, or because the amount and timing of these items is
unpredictable, not driven by core results of operations and renders comparisons
with prior periods and competitors less meaningful. We believe Adjusted EBITDA
provides useful information to investors and others in understanding and
evaluating our results of operations, as well as provides a useful measure for
period-to-period comparisons of our business performance. Moreover, we have
included Adjusted EBITDA in this Annual Report on Form 10-K because it is a key
measurement used by our management internally to make operating decisions,
including those related to operating expenses, evaluating performance, and
performing strategic planning and annual budgeting.

Adjusted EBITDA also excludes certain items related to transactional tax matters, for which management believes it is probable that we may be held jointly liable with Hosts in certain jurisdictions, and we urge investors to review the detailed disclosure regarding these matters included in the subsection titled "-Critical Accounting Policies and Estimates-Lodging Tax Obligations," as well as the notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Adjusted EBITDA has limitations as a financial measure, should be considered as supplemental in nature, and is not meant as a substitute for the related financial information prepared in accordance with GAAP. These limitations include the following:



•Adjusted EBITDA does not reflect interest income (expense) and other income
(expense), net, which include loss on extinguishment of debt and unrealized and
realized gains and losses on foreign currency exchange, investments, and
financial instruments, including the warrants issued in connection with a term
loan agreement entered into in April 2020. We amended the
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anti-dilution feature in the warrant agreements in March 2021. The balance of
the warrants of $1.3 billion was reclassified from liability to equity as the
amended warrants met the requirements for equity classification and are no
longer remeasured at each reporting period;

•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 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 as well as
stock-settlement obligations, which represent employer and related taxes related
to the IPO;

•Adjusted EBITDA excludes acquisition-related impacts consisting of gains
(losses) recognized on changes in the fair value of contingent consideration
arrangements. The contingent consideration, which was in the form of equity, was
valued as of the acquisition date and is marked-to-market at each reporting
period based on factors including our stock price. The changes in fair value of
contingent consideration were insignificant prior to the fourth quarter of 2020;

•Adjusted EBITDA does not reflect net changes to reserves for lodging taxes for
which management believes it is probable that we may be held jointly liable with
Hosts for collecting and remitting such taxes; and

•Adjusted EBITDA does not reflect restructuring charges, which include severance and other employee costs, lease impairments, and contract amendments and terminations.

Because of these limitations, you should consider Adjusted EBITDA alongside other financial performance measures, including net loss and our other GAAP results.



In 2021, Adjusted EBITDA was $1.6 billion, compared to $(250.7) million in 2020
and $(253.3) million in 2019. This favorable change was due to our record high
revenue combined with continued cost management.

Adjusted EBITDA Reconciliation



The following is a reconciliation of Adjusted EBITDA to the most comparable GAAP
measure, net loss:

                                                                        Year Ended December 31,
                                                                  2019           2020            2021
                                                                  (in thousands, except percentages)
Revenue                                                      $ 4,805,239    $  3,378,199    $ 5,991,760

Net loss                                                     $  (674,339)   $ (4,584,716)   $  (352,034)
Adjusted to exclude the following:
Provision for (benefit from) income taxes                        262,636         (97,222)        51,827
Other (income) expense, net                                      (13,906)        947,220        304,659
Interest expense                                                   9,968         171,688        437,599
Interest income                                                  (85,902)        (27,117)       (12,734)
Depreciation and amortization                                    114,162         125,876        138,319
Stock-based compensation expense(1)                               97,547       3,002,148        898,847
Stock-settlement obligations related to IPO                            -         103,411              -
Acquisition-related impacts                                            -          37,215         11,248
Net changes in lodging tax reserves                               36,574         (80,531)         2,826
Restructuring charges                                                  -         151,355        112,849
Adjusted EBITDA                                              $  (253,260)   $   (250,673)   $ 1,593,406
Adjusted EBITDA as a percentage of Revenue                            (5) % 

(7) % 27 %

(1)Excludes stock-based compensation related to restructuring, which is included in restructuring charges in the table above.

Free Cash Flow



We define Free Cash Flow as net cash provided by (used in) operating activities
less purchases of property and equipment. We believe that Free Cash Flow is a
meaningful indicator of liquidity that provides information to our management
and investors about the amount of cash generated from operations, after
purchases of property and equipment, that can be used for investment in our
business and for acquisitions as well as to strengthen our balance sheet. Our
Free Cash Flow is impacted by the timing of GBV because we collect our service
fees at the time of booking, which is generally before a stay or experience
occurs. Funds held on behalf of our Hosts and guests and amounts payable to our
Hosts and guests do not impact Free Cash Flow, except interest earned on these
funds. Free Cash Flow has limitations as an analytical
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tool and should not be considered in isolation or as a substitute for analysis
of other GAAP financial measures, such as net cash provided by (used in)
operating activities. Free Cash Flow does not reflect our ability to meet future
contractual commitments and may be calculated differently by other companies in
our industry, limiting its usefulness as a comparative measure.

In 2021, Free Cash Flow was $2.2 billion compared to $(667.1) million in 2020,
representing 36% of revenue. Free Cash Flow increased in 2021 due to the
increase in Nights and Experiences Booked and GBV, as described above. Free Cash
Flow decreased in 2020 due to the reduction in Nights and Experiences Booked and
GBV due to the COVID-19 pandemic, as described above, partially offset by cost
reductions.

Free Cash Flow Reconciliation

The following is a reconciliation of Free Cash Flow to the most comparable GAAP cash flow measure, net cash provided by (used in) operating activities:


                                                                        Year Ended December 31,
                                                                  2019           2020           2021
                                                                  (in thousands, except percentages)
Revenue                                                      $ 4,805,239

$ 3,378,199 $ 5,991,760

Net cash provided by (used in) operating activities $ 222,727 $ (629,732) $ 2,189,694 Purchases of property and equipment

                             (125,452)       (37,371)        (25,322)
Free Cash Flow                                               $    97,275    $  (667,103)   $  2,164,372
Free Cash Flow as a percentage of Revenue                              2  %         (20) %           36  %
Other cash flow components:
Net cash provided by (used in) investing activities          $  (347,155)   $    79,590    $ (1,351,955)
Net cash provided by financing activities                    $   854,579

$ 2,940,814 $ 1,431,159

Impact of COVID-19 on our Business

COVID-19 Has Had a Disproportionately Negative Effect on the Travel Industry



For over a year, many travelers have avoided traveling long distance because of
COVID-19 concerns, quarantines, and travel restrictions.
However, we have been seeing signs of travel recovery as the rate of
vaccinations increases and quarantine requirements and certain travel
restrictions are lifted. For example, during 2021, we saw a significant increase
in Nights and Experiences Booked compared to the same prior year period.

While COVID-19, including new strains of variants, continues to disrupt travel
across the world, we have seen continued resiliency in not only our guests'
travel behavior, but in our business model and its ability to adapt to the
changing needs of our guests. In early 2020, as COVID-19 disrupted travel across
the world, Airbnb's business declined significantly. However, beginning in the
second quarter of 2020, our business model started to rebound even with limited
international travel, demonstrating its resilience. People wanted to get out of
their homes and yearned to travel, but they did not want to go far or to be in
crowded hotel lobbies. Domestic travel quickly rebounded on Airbnb around the
world as millions of guests took trips closer to home. Stays of longer than a
few days started increasing as work-from-home became work-from-any-home on
Airbnb. We believe that the lines between travel and living are blurring, and
the global pandemic has accelerated the ability to live anywhere. Our platform
is suited to and has proven adaptable to serve these new ways of traveling. From
long weekends to monthly stays, Airbnb allows you to book any home, anywhere,
for any duration-and ultimately, to live anywhere. We believe this trend towards
more flexibility will continue to accelerate. In 2021, some of the largest
companies in the world announced increased flexibility for employees to work
remotely, and we expect more companies to follow their lead.

While COVID-19 still plagues the world, for the year ended December 31, 2021,
GBV and revenue were $46.9 billion and $6.0 billion, respectively, which were
both higher compared to the same periods in 2019 and 2020. These improvements
were primarily driven by stronger results in North America and EMEA, and
acceleration in Latin America, in particular with resilience in domestic and
short-distance travel, with more people gravitating toward Airbnb stays within
driving distance of their homes.

The extent and duration of the impact of the COVID-19 pandemic over the longer
term remain uncertain and dependent on future developments that cannot be
accurately predicted at this time, such as the severity and transmission rate of
COVID-19, the introduction and spread of new variants of the virus, including,
for example, the Omicron variant which emerged in November of 2021, that may be
more easily transmittable and resistant to currently approved vaccines, the
continuation of existing or implementation of new government travel
restrictions, the extent and effectiveness of containment actions taken,
including mobility restrictions, the timing, availability, and effectiveness of
vaccines, and the impact of these and other factors on travel behavior in
general, and on our business in particular, which may result in a reduction in
bookings and an increase in booking cancellations.

Geographic Mix



Our operations are global, and certain trends in our business, such as Nights
and Experiences Booked, GBV, revenue, GBV per Night and Experience Booked, and
Nights per Booking vary by geography. We measure Nights and Experiences Booked
by region based on the location of the listing.
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                                            Year ended                                 Year ended
                                           December 31,                               December 31,
                                               2020            % of Total                 2021            % of Total
                                                                 (in millions, except percentages)
Nights and Experiences Booked
North America                                     75.5                   39  %              114.0                   38  %
EMEA                                              67.7                   35  %              118.1                   39  %
Latin America                                     22.4                   12  %               38.8                   13  %
Asia Pacific                                      27.6                   14  %               29.7                   10  %
Total                                            193.2                  100  %              300.6                  100  %

Gross Booking Value
North America                             $   13,169.9                   55  %       $   25,305.5                   54  %
EMEA                                           6,660.1                   28  %           14,606.9                   31  %
Latin America                                  1,700.8                    7  %            3,706.0                    8  %
Asia Pacific                                   2,366.1                   10  %            3,258.6                    7  %
Total                                     $   23,896.9                  100  %       $   46,877.0                  100  %

Revenue
North America                             $    1,772.7                   53  %       $    3,201.1                   54  %
EMEA                                           1,023.8                   30  %            1,930.8                   32  %
Latin America                                    242.0                    7  %              431.2                    7  %
Asia Pacific                                     339.7                   10  %              428.7                    7  %
Total                                     $    3,378.2                  100  %       $    5,991.8                  100  %



We saw an increase in GBV per Night and Experience Booked in 2021 compared to
2020, again in part because our geographic mix shifted to these higher GBV per
Night and Experience Booked regions. Specifically, GBV per Night and Experience
Booked in 2021 was $221.92 for North America compared to $123.71 for EMEA,
$109.75 for Asia Pacific, and $95.42 for Latin America, with a total global GBV
per Night and Experience Booked of $155.93.

Average nights per booking, excluding experiences, for 2021 were 4.4 nights for
EMEA, 4.3 nights for each of North America and Latin America, and 2.7 nights for
Asia Pacific, with a total average of 4.1 nights. The average nights per booking
decreased slightly in 2021, but still reflects elevated demand for longer stays.
We expect that our blended global average nights per booking will continue to
fluctuate based on our geographic mix and changes in traveler behaviors.

Seasonality



Our business is seasonal, reflecting typical travel behavior patterns over the
course of the calendar year. In a typical year, the first, second,
and third quarters have higher Nights and Experiences Booked than the fourth
quarter, as guests plan for travel during the peak travel season, which is in
the third quarter for North America and EMEA. Our business metrics, including
GBV and Adjusted EBITDA, can also be impacted by the timing of holidays and
other events. We experience seasonality in our GBV that is generally consistent
with the seasonality of Nights and Experiences Booked. Revenue and Adjusted
EBITDA have historically been, and are expected to continue to be, highest in
the third quarter when we have the most check-ins, which is the point at which
we recognize revenue. Seasonal trends in our GBV impact Free Cash Flow for any
given quarter. Our costs are relatively fixed across quarters or vary in line
with the volume of transactions, and we historically achieve our highest GBV in
the first and second quarters of the year with comparatively lower check-ins. As
a result, increases in unearned fees make our Free Cash Flow and Free Cash Flow
as a percentage of revenue the highest in the first two quarters of the year. We
typically see a slight decline in GBV and a peak in check-ins in the third
quarter, which results in a decrease in unearned fees and lower sequential level
of Free Cash Flow, and a greater decline in GBV in the fourth quarter, where
Free Cash Flow is typically negative. As our business matures, other seasonal
trends may develop, or these existing seasonal trends may become more extreme.

We have seen COVID-19 overwhelm the historical patterns of seasonality in our
GBV, revenue, Adjusted EBITDA, and Free Cash Flow as a result of travel
restrictions and changing travel preferences relating to the COVID-19 pandemic.
While we expect this impact on seasonality to continue as long as COVID-19 is
impacting travel patterns globally, we have seen the time between when guests
make their bookings on our platform and when they expect to complete their stays
increase towards a return to pre-COVID-19 levels. Typically, booking lead times
sequentially lengthen from the fourth quarter to the first quarter when guests
start to book travel for later in the year. Even taking normal seasonal patterns
into consideration, we have seen lead times lengthen during 2021.

Regulations Permitting or Limiting Our Offerings



Regulations that permit or limit our Hosts' ability to provide their listings
impact our growth and penetration in certain geographies. In particular, among
other regulations governing our short-term rentals, many large cities have
placed night caps on short-term rentals of certain types of properties, limited
short-term rentals to primary residences, or limited the length of a stay. No
single city represented more than 1.0% of our revenue before adjustments for
incentives and refunds during the year ended December 31, 2021 or 1.1% of our
active listings as of December 31, 2021. An increase in short-term rental
regulations could harm our business and negatively impact our financial
performance. See the section titled "Risk Factors - Laws, regulations, and rules
that affect the short-term rental and home sharing business may limit the
ability or willingness of Hosts to share their spaces over our platform and
expose our Hosts or us to significant penalties, which could have a material
adverse effect on our business, results of operations, and financial condition."
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Components of Results of Operations

Revenue



Our revenue consists of service fees, net of incentives and refunds, charged to
our customers. We consider both Hosts and guests to be our customers. For stays,
service fees, which are charged to customers as a percentage of the value of the
booking, excluding taxes, vary based on factors specific to the booking, such as
booking value, the duration of the booking, geography, and Host type. For
experiences, we only earn a Host fee. Substantially all of our revenue comes
from stays booked on our platform. Incentives include our referral programs and
marketing promotions to encourage the use of our platform and attract new
customers, while our refunds to customers are part of our customer support
activities.

We experience a difference in timing between when a booking is made and when we
recognize revenue, which occurs upon check-in. We record the service fees that
we collect from customers prior to check-in on our balance sheet as unearned
fees. Revenue is net of incentives and refunds provided to customers.

Cost of Revenue



Cost of revenue includes payment processing costs, including merchant fees and
chargebacks, costs associated with third-party data centers used to host our
platform, and amortization of internally developed software and acquired
technology. Because we act as the merchant of record, we incur all payment
processing costs associated with our bookings, and we have chargebacks, which
arise from account takeovers and other fraudulent activities. We expect our cost
of revenue will continue to increase on an absolute dollar basis for the
foreseeable future to the extent that we continue to see growth on our platform.
Cost of revenue may vary as a percentage of revenue from year to year based on
activity on our platform and may also vary from quarter to quarter as a
percentage of revenue based on the seasonality of our business and the
difference in the timing of when bookings are made and when we recognize
revenue.

Operations and Support



Operations and support expense primarily consists of personnel-related expenses
and third-party service provider fees associated with community support provided
via phone, email, and chat to Hosts and guests; customer relations costs, which
include refunds and credits related to customer satisfaction and expenses
associated with our Host protection programs; and allocated costs for facilities
and information technology. We expect that operations and support expense will
continue to increase on an absolute dollar basis for the foreseeable future to
the extent that we continue to see growth on our platform. We also expect
operations and support expense to increase in the near-term as a percentage of
revenue, as we had made investments in trust and safety programs and scaled our
frontline community support staff in preparation for the travel rebound. We are
also investing in the near-term in initiatives to reduce customer contact rates
and improve the operational efficiency of our operations and support
organization, which we expect will decrease operations and support expense as a
percentage of revenue over the longer term.

Product Development



Product development expense primarily consists of personnel-related expenses and
third-party service provider fees incurred in connection with the development of
our platform, and allocated costs for facilities and information technology. We
expect that our product development expense will increase on an absolute dollar
basis and will vary from period to period as a percentage of revenue for the
foreseeable future as we continue to invest in product development activities
relating to ongoing improvements to and maintenance of our technology platform
and other programs, including the hiring of personnel to support these efforts.

Sales and Marketing



Sales and marketing expense primarily consists of brand and performance
marketing, personnel-related expenses, including those related to our field
operations, policy and communications, portions of referral incentives and
coupons, and allocated costs for facilities and information technology. We
expect our sales and marketing expense will vary from period to period as a
percentage of revenue for the foreseeable future, and over the long term, we
expect it will decline as a percentage of revenue relative to 2019. Sales and
marketing expense as a percentage of revenue was lower in the second half of
2021 than in the first half. This is partially due to the marketing campaign
that we began running in February 2021 in advance of the summer travel season.

General and Administrative



General and administrative expense primarily consists of personnel-related
expenses for management and administrative functions, including finance and
accounting, legal, and human resources. General and administrative expense also
includes certain professional services fees, general corporate and director and
officer insurance, allocated costs for facilities and information technology,
indirect taxes, including lodging tax reserves for which we may be held jointly
liable with Hosts for collecting and remitting such taxes, and bad debt expense.
We expect to incur additional general and administrative expense as a result of
operating as a public company, including expenses to comply with the rules and
regulations of the SEC and Listing Rules of Nasdaq, as well as higher expenses
for corporate insurance, director and officer insurance, investor relations, and
professional services. Overall, we expect our general and administrative expense
will vary from period to period as a percentage of revenue for the foreseeable
future.

Restructuring Charges

Restructuring charges primarily consist of costs associated with a global
workforce reduction in May 2020, lease impairments, and costs associated with
amendments and terminations of contracts, including commercial agreements with
service providers.
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Stock-Based Compensation



We grant stock-based awards consisting primarily of stock options, restricted
common stock, and restricted stock units ("RSUs") to employees, members of our
board of directors, and non-employees. In addition, we have an Employee Stock
Purchase Plan ("ESPP"), which was adopted by our board of directors in December
2020. Stock-based compensation expense was $898.8 million for the year ended
December 31, 2021.

Prior to December 9, 2020, no stock-based compensation expense had been recognized for certain awards with a liquidity-event performance-based vesting condition based on the occurrence of a qualifying event, as such qualifying event was not probable. Upon our IPO, the liquidity-event performance-based condition was met and $2.8 billion of stock-based compensation expense was recognized related to these awards.

Interest Income

Interest income consists primarily of interest earned on our cash, cash equivalents, marketable securities, and amounts held on behalf of customers.

Interest Expense



Interest expense consists primarily of interest associated with various indirect
tax reserves, amortization of debt issuance and debt discount costs, and the
loss on extinguishment of debt related to the repayment of the first and second
lien loans in March 2021.

Other Income (Expense), Net

Other income (expense), net consists primarily of realized and unrealized gains
and losses on foreign currency transactions and balances, the change in fair
value of investments and financial instruments, including the warrants issued in
connection with a term loan agreement entered into in April 2020, and our share
of income or loss from our equity method investments.

Our platform generally enables guests to make payments in the currency of their
choice to the extent that the currency is supported by Airbnb, which may not
match the currency in which the Host elects to be paid. As a result, in those
cases, we bear the currency risk of both the guest payment as well as the Host
payment due to timing differences in such payments. We enter into derivative
contracts to offset a portion of our exposure to the impact of movements in
currency exchange rates on our transactional balances denominated in currencies
other than the U.S. dollar. The effects of these derivative contracts are
reflected in other income (expense), net.

Provision for (Benefit from) Income Taxes



We are subject to income taxes in the United States and foreign jurisdictions in
which we do business. Foreign jurisdictions have different statutory tax rates
than those in the United States. Additionally, certain of our foreign earnings
may also be taxable in the United States. Accordingly, our effective tax rate is
subject to significant variation due to several factors, including variability
in our pre-tax and taxable income and loss and the mix of jurisdictions to which
they relate, intercompany transactions, changes in how we do business,
acquisitions, investments, tax audit developments, changes in our deferred tax
assets and liabilities and their valuation, foreign currency gains and losses,
changes in statutes, regulations, case law, and administrative practices,
principles, and interpretations related to tax, including changes to the global
tax framework, competition, and other laws and accounting rules in various
jurisdictions, and relative changes of expenses or losses for which tax benefits
are not recognized. Additionally, our effective tax rate can vary based on the
amount of pre-tax income or loss. For example, the impact of discrete items and
non-deductible expenses on our effective tax rate is greater when our pre-tax
income is lower.

We have a valuation allowance for our net deferred tax assets, including federal
and state net operating loss carryforwards, tax credits, and intangible assets.
We expect to maintain these valuation allowances until it becomes more likely
than not that the benefit of our deferred tax assets will be realized by way of
expected future taxable income in the United States. We recognize accrued
interest and penalties related to unrecognized tax benefits in the provision for
(benefit from) income taxes.



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Results of Operations

The following table sets forth our results of operations for the periods
presented:
                                                      Year Ended December 31,
                                                 2019           2020          2021
                                                           (in thousands)
Revenue                                      $ 4,805,239   $  3,378,199   $ 5,991,760
Costs and expenses:
Cost of revenue                                1,196,313        876,042     1,155,833
Operations and support(1)                        815,074        877,901       847,057
Product development(1)                           976,695      2,752,872     1,425,048
Sales and marketing(1)                         1,621,519      1,175,325     1,186,332
General and administrative(1)                    697,181      1,134,851       835,324
Restructuring charges(1)                               -        151,355       112,849
Total costs and expenses                       5,306,782      6,968,346     5,562,443
Income (loss) from operations                   (501,543)    (3,590,147)      429,317
Interest income                                   85,902         27,117        12,734
Interest expense                                  (9,968)      (171,688)     (437,599)
Other income (expense), net                       13,906       (947,220)    

(304,659)


Loss before income taxes                        (411,703)    (4,681,938)    

(300,207)

Provision for (benefit from) income taxes 262,636 (97,222)


   51,827
Net loss                                     $  (674,339)  $ (4,584,716)  $  (352,034)

(1)Includes stock-based compensation expense as follows:


                                         Year Ended December 31,
                                      2019        2020         2021
                                              (in thousands)
Operations and support             $    817   $   143,997   $  48,473
Product development                  56,632     1,878,793     545,113
Sales and marketing                  23,919       435,272      99,969
General and administrative           16,179       544,086     205,292
Restructuring charges                     -          (200)        (17)

Stock-based compensation expense $ 97,547 $ 3,001,948 $ 898,830

The following table sets forth the components of our consolidated statements of operations for each of the periods presented as a percentage of revenue:


                                                      Year Ended December 31,
                                                       2019             2020    2021
Revenue                                                        100  %   100  %  100  %
Costs and expenses:
Cost of revenue                                                 25       26      19
Operations and support                                          17       26      14
Product development                                             20       81      24
Sales and marketing                                             34       35      20
General and administrative                                      14       34      14
Restructuring charges                                            -        4       2
Total costs and expenses                                       110      206      93
Income (loss) from operations                                  (10)    (106)      7
Interest income                                                  2        1       -
Interest expense                                                (1)      (5)     (7)
Other income (expense), net                                      -      (28)     (5)
Loss before income taxes                                        (9)    (138)     (5)
Provision for (benefit from) income taxes                        5       (2)      1
Net loss                                                       (14) %  (136) %   (6) %


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Comparison of the Years Ended December 31, 2020 and 2021



Revenue
                     Year Ended December 31,                 % Change
                 2019          2020          2021          2020 to 2021
                (in thousands, except percentages)
Revenue     $  4,805,239   $ 3,378,199   $ 5,991,760               77  %



Revenue increased $2.6 billion, or 77%, in 2021 compared to 2020, and 25%
compared to 2019, primarily due to the recovery in Nights and Experiences Booked
combined with higher ADRs. In addition, during 2020, we had higher reductions to
revenue largely attributable to payments made to customers related to our
extenuating circumstances policy for cancellations resulting from COVID-19
totaling $205.1 million, the majority of which was recorded as reduction to
revenue. The increase compared to pre-COVID pandemic levels in 2019, reflects
the resiliency of the business and higher ADRs. On a constant currency basis,
revenue increased 74% in 2021 compared to 2020.

Cost of Revenue
                                 Year Ended December 31,                 % Change
                             2019          2020          2021          2020 to 2021
                            (in thousands, except percentages)
Cost of revenue         $ 1,196,313    $ 876,042    $ 1,155,833                32  %
Percentage of revenue            25  %        26  %          19  %



Cost of revenue increased $279.8 million, or 32%, in 2021 compared to 2020. The
change was primarily due to a $285.2 million increase in merchant fees and an
increase of $32.8 million of amortization expense for internally developed
software and acquired technology, partially offset by a $40.9 million decrease
in chargebacks. For the year ended 2020 and 2021, payment processing costs,
consisting of merchant fees and chargebacks, totaled $600.2 million and
$844.4 million, respectively, which represented 3% and 2% of GBV, respectively.
The increase in merchant fees is primarily due to increased dollar value of
payments processed through our platform associated with the growth in GBV.

Operations and Support
                                    Year Ended December 31,                 % Change
                                 2019           2020         2021         2020 to 2021
                               (in thousands, except percentages)
Operations and support     $    815,074     $ 877,901    $ 847,057                (4) %
Percentage of revenue                17   %        26  %        14  %




Operations and support expense decreased $30.8 million, or 4%, in 2021 compared
to 2020. The change was primarily due to a $76.4 million decrease in
payroll-related expenses, predominantly comprised of stock-based compensation
related to RSUs, and information technology expenses of $7.2 million, partially
offset by a $41.9 million increase in insurance costs.

Product Development
                                 Year Ended December 31,                 % Change
                            2019          2020           2021          2020 to 2021
                            (in thousands, except percentages)
Product development     $ 976,695    $ 2,752,872    $ 1,425,048               (48) %
Percentage of revenue          20  %          81  %          24  %



Product development expense decreased $1.3 billion, or 48%, in 2021 compared to
2020. The change was primarily due to a $1.3 billion decrease in payroll-related
expenses, predominantly comprised of stock-based compensation related to RSUs.
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Sales and Marketing
                                                         Year Ended December 31,                   % Change
                                                    2019           2020           2021           2020 to 2021
                                                    (in thousands, except percentages)
Brand and performance marketing                $ 1,140,366    $   478,608    $   723,167                   51  %
Field operations and policy                        481,153        696,717        463,165                  (34) %
Total sales and marketing                      $ 1,621,519    $ 1,175,325    $ 1,186,332                    1  %
Percentage of revenue                                   34  %          35  %          20  %



Sales and marketing expense increased $11.0 million, or 1%, in 2021 compared to
2020. The change was primarily due to a $382.7 million increase in marketing
activities, partially offset by a $340.2 million decrease in payroll-related
expenses, predominantly comprised of stock-based compensation related to RSUs,
decrease in shared costs for facilities and information technology of $16.5
million, and decreases in customer relations expense and coupon and referral
expense of $11.1 million and $7.5 million, respectively. Total brand and
performance marketing expense increased $244.6 million, driven by an increase in
brand marketing, partially offset by a reduction of performance marketing. In
March 2020, driven by COVID-19, we paused our sales and marketing investments in
new initiatives and significantly reduced our performance marketing spend. We
implemented a marketing strategy that shifted our marketing mix towards brand
marketing spend and away from spending on performance marketing. During 2021, we
launched several marketing campaigns focused on our brand. Total field
operations and policy expense decreased $233.6 million from the same period in
2020 due to stock-based compensation related to RSUs.

General and Administrative
                                       Year Ended December 31,                 % Change
                                   2019           2020          2021         2020 to 2021
                                  (in thousands, except percentages)
General and administrative    $   697,181    $ 1,134,851    $ 835,324               (26) %
Percentage of revenue                  14  %          34  %        14  %



General and administrative expense decreased $299.5 million, or 26%, in 2021
compared to 2020. The change was primarily due to a decrease of $315.1 million
in payroll-related expenses, predominantly comprised of stock-based compensation
related to RSUs, a $80.4 million decrease in bad debt expense due to decrease in
receivables and increased collections. These movements were partially offset by
a prior year reduction of $81.7 million in our reserve for lodging taxes in
jurisdictions in which management no longer believed a liability was probable
following a favorable outcome in a related legal proceeding and increase in
corporate insurance of $22.9 million, primarily due to higher Director and
Officer insurance premiums.

Restructuring Charges
                                 Year Ended December 31,                 % Change
                          2019           2020            2021          2020 to 2021
                            (in thousands, except percentages)
Restructuring charges   $   -     $      151,355     $  112,849               (25) %
Percentage of revenue       -   %              4   %          2  %



Restructuring charges decreased $38.5 million, or 25%, in 2021 compared to 2020.
In May 2020, we announced a reduction in force resulting in restructuring
charges that primarily included severance and other employee-related costs,
lease impairments, and contract amendments and terminations. In March 2021, we
ceased use of a leased office and made the office available for sublease
resulting in an additional lease impairment, which represented a substantial
portion of the expense for 2021.

Interest Income and Expense


                                 Year Ended December 31,                 % Change
                             2019          2020          2021          2020 to 2021
                            (in thousands, except percentages)
Interest income         $   85,902     $   27,117    $   12,734               (53) %
Percentage of revenue            2   %          1  %          -  %
Interest expense        $   (9,968)    $ (171,688)   $ (437,599)              155  %
Percentage of revenue           (1)  %         (5) %         (7) %



Interest income decreased $14.4 million, or 53%, in 2021 compared to 2020. The
decrease was primarily due to a decline in interest rates and our investment
portfolio mix, which was largely invested in money market funds and short-term,
high-quality bonds. Interest expense increased $265.9 million for the year ended
December 31, 2021, compared to the same period in the prior year, primarily due
to the $377.2 million loss on extinguishment of debt resulting from retirement
of two term loans in March 2021. Refer to the section titled "Liquidity and
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Capital Resources - Loan Agreements" below for further information.

Other Income (Expense), Net
                                       Year Ended December 31,                 % Change
                                   2019          2020          2021          2020 to 2021
                                  (in thousands, except percentages)
Other income (expense), net   $   13,906     $ (947,220)   $ (304,659)              (68) %
Percentage of revenue                  -   %        (28) %         (5) %



Other income (expense), net decreased $642.6 million for the year ended
December 31, 2021, compared to 2020. The change was primarily driven by $576.6
million of fair value remeasurement on our warrants issued in connection with
our second lien loan and a $19.0 million increase in net realized and unrealized
gains on our investments, partially offset by a $79.0 million reduction in
impairment charges and a $36.5 million increase in net realized and unrealized
foreign exchange losses. In the first quarter of 2021, the warrants issued in
connection with our second lien loan were reclassified to equity and no longer
require fair value remeasurement. See Note 10, Debt, to our consolidated
financial statements included in Item 8 of this Annual Report on Form 10-K for
further details.

Provision for (Benefit from) Income Taxes


                                                        Year Ended December 31,                   % Change
                                                   2019            2020          2021           2020 to 2021
                                                  (in thousands, except percentages)

Provision for (benefit from) income taxes $ 262,636 $ (97,222)

 $   51,827                 (153) %
Effective tax rate                                    (64)  %           2  %        (17) %



The provision for income taxes for the year ended December 31, 2021 increased
$149.0 million, compared to 2020, primarily due to current tax on foreign
earnings and the prior year benefit from income taxes primarily due to the
five-year net operating loss carryback provision of the CARES Act accrued for in
2020. See Note 13, Income Taxes, to our consolidated financial statements
included in Item 8 of this Annual Report on Form 10-K for further details.

Liquidity and Capital Resources



As of December 31, 2021, our principal sources of liquidity were cash and cash
equivalents and marketable securities totaling $8.3 billion. As of December 31,
2021, cash and cash equivalents totaled $6.1 billion, which included $2.0
billion held by our foreign subsidiaries. Cash and cash equivalents consist of
checking and interest-bearing accounts and highly-liquid securities with an
original maturity of 90 days or less. As of December 31, 2021, marketable
securities totaled $2.2 billion. Marketable securities consist of corporate debt
securities, mutual funds, highly-liquid debt instruments of the U.S. government
and its agencies, and certificates of deposit. These amounts do not include
funds of $3.7 billion as of December 31, 2021 that we held for bookings in
advance of guests completing check-ins that we record separately on our balance
sheet in funds receivable and amounts held on behalf of customers with a
corresponding liability in funds payable and amounts payable to customers.

Cash, cash equivalents, and marketable securities held outside the United States
may be repatriated, subject to certain limitations, and would be available to be
used to fund our domestic operations. However, repatriation of such funds may
result in additional tax liabilities. We believe that our existing cash, cash
equivalents, and marketable securities balances in the United States are
sufficient to fund our working capital needs in the United States. We expect our
capital expenditures in 2022 will be higher than those of 2021 and 2020, but
significantly lower than 2019. The majority of our expected investments are
related to offices in North America, many of which were delayed in 2020.

We assess our liquidity in terms of our ability to generate cash to fund our
short- and long-term cash requirements. As such, we believe that the cash flows
generated from operating activities will meet our anticipated cash requirements.
In addition to normal working capital requirements, we anticipate that our
short- and long-term cash requirements will include funding capital
expenditures, debt repayments, and platform and systems transformation
initiatives. We anticipate long-term cash uses may also include strategic
acquisitions. On a long-term basis, we would rely on either our access to the
capital markets or our credit facility for any long-term funding not provided by
operating cash flows.

IPO

In December 2020, upon the completion of our IPO, we received net proceeds of
$3.7 billion after deducting underwriting discounts and commissions of $79.3
million and offering expenses of $9.8 million. We used a portion of these net
proceeds to satisfy the tax withholding and remittance obligations of
approximately $1.6 billion related to the settlement of our outstanding RSUs in
connection with our IPO.

Convertible Senior Notes

On March 8, 2021, we issued $2.0 billion aggregate principal amount of 0% convertible senior notes due 2026 (the "2026 Notes") pursuant to an indenture, dated March 8, 2021 (the "Indenture"), between us and U.S. Bank National Association, as trustee. The 2026 Notes were offered and sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act").


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The 2026 Notes are senior unsecured obligations and will not bear regular
interest. The 2026 Notes mature on March 15, 2026, unless earlier converted,
redeemed or repurchased. The net proceeds from the 2026 Notes were
$1,979.2 million, after deducting the initial purchasers' commissions and debt
issuance costs.

The initial conversion rate for the 2026 Notes is 3.4645 shares of our Class A
common stock per $1,000 principal amount of 2026 Notes, which is equivalent to
an initial conversion price of approximately $288.64 per share of the Class A
common stock. The conversion rate is subject to adjustment under certain
circumstances in accordance with the terms of the Indenture.

The 2026 Notes will be convertible at the option of the holders prior to the
close of business on the business day immediately preceding March 15, 2026 only
under the following circumstances:

•during any calendar quarter (and only during such calendar quarter) commencing
after the calendar quarter ending on June 30, 2021, if the last reported sale
price per share of our common stock exceeds 130% of the conversion price for
each of at least 20 trading days, whether or not consecutive, during the 30
consecutive trading days ending on, and including, the last trading day of the
immediately preceding calendar quarter;
•during the five consecutive business days immediately after any 10 consecutive
trading day period (such 10 consecutive trading day period, the "measurement
period") if the trading price per $1,000 principal amount of notes for each
trading day of the measurement period is less than 98% of the product of the
last reported sale price per share of our common stock on such trading day and
the conversion rate on such trading day;
•upon the occurrence of certain corporate events or distributions on our common
stock, as described in this offering memorandum;
•or if we call such notes for redemption; and
•at any time from, and including, December 15, 2025 until the close of business
on the second scheduled trading day immediately before the maturity date.

Upon conversion, we may satisfy our conversion obligation by paying or
delivering, as applicable, cash, shares of our Class A common stock or a
combination of cash and shares of our Class A common stock, at our election,
based on the applicable conversion rate. Holders of the 2026 Notes who convert
their 2026 Notes in connection with certain corporate events that constitute a
make-whole fundamental change (as defined in the Indenture) are, under certain
circumstances, entitled to an increase in the conversion rate. Additionally in
the event of a corporate event constituting a fundamental change (as defined in
the Indenture), holders of the 2026 Notes may require us to repurchase all or a
portion of their 2026 Notes at a repurchase price equal to 100% of the principal
amount of the Notes being repurchased.

Capped Calls



On March 3, 2021, in connection with the pricing of the 2026 Notes, we entered
into privately negotiated capped call transactions (the "Capped Calls") with
certain of the initial purchasers and other financial institutions (the "option
counterparties") at a cost of approximately $100.2 million. The Capped Calls
cover, subject to anti-dilution adjustments, the number of shares of Class A
common stock initially underlying the 2026 Notes sold in the offering. By
entering into the Capped Calls, we expect to reduce the potential dilution to
our common stock (or, in the event a conversion of the 2026 Notes is settled in
cash, to reduce our cash payment obligation) in the event that at the time of
conversion of the 2026 Notes our common stock price exceeds the conversion price
of the 2026 Notes. The cap price of the Capped Calls will initially be $360.80
per share of Class A common stock, which represents a premium of 100% over the
last reported sale price of the Class A common stock of $180.40 per share on
March 3, 2021, and is subject to certain customary adjustments under the terms
of the Capped Call Transactions. The Capped Calls meet the criteria for
classification in equity, are not remeasured each reporting period and included
as a reduction to additional paid-in-capital within stockholders' equity.

2020 Credit Facility



On November 19, 2020, we entered into a five-year secured revolving Credit and
Guarantee Agreement, which provides initial commitments from a group of lenders
led by Morgan Stanley Senior Funding, Inc. of $500.0 million ("2020 Credit
Facility"). The 2020 Credit Facility provides a $200.0 million sub-limit for the
issuance of letters of credit. The 2020 Credit Facility has a commitment fee of
0.15% per annum on any undrawn amounts, payable quarterly in arrears. Interest
on borrowings is equal to (i) in the case of LIBOR borrowings, 1.5% plus LIBOR,
subject to a floor of 0%, or (ii) in the case of base rate borrowings, 0.5% plus
the greatest of (a) the federal funds effective rate plus 0.5%, (b) the rate of
interest in effect for such day by Morgan Stanley Senior Funding, Inc. as its
"prime rate", and (c) LIBOR for a one-month period plus 1.0%, in each case
subject to a floor of 1.0%. Outstanding balances may be repaid prior to maturity
without penalty. The 2020 Credit Facility contains customary affirmative and
negative covenants, including restrictions on our and certain of our
subsidiaries' ability to incur debt and liens, undergo fundamental changes, and
pay dividends or other distributions, as well as certain financial covenants. We
were in compliance with all financial covenants as of December 31, 2021. No
amounts have been drawn on the 2020 Credit Facility as of December 31, 2020 and
2021, and outstanding letters of credit totaled $21.4 million and $15.9 million
as of December 31, 2020 and 2021, respectively. See Note 10, Debt, to our
consolidated financial statements included in Item 8 of this Annual Report on
Form 10-K, for additional information on our outstanding debt.

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Cash Flows

The following table summarizes our cash flows for the periods indicated:



                                                                       Year Ended December 31,
                                                                 2019           2020           2021
                                                                           (in thousands)
Net cash provided by (used in) operating activities          $  222,727    $  (629,732)   $ 2,189,694
Net cash provided by (used in) investing activities            (347,155)        79,590     (1,351,955)
Net cash provided by financing activities                       854,579     

2,940,814 1,431,159 Effect of exchange rate changes on cash, cash equivalents and restricted cash

                                             (25,284)    

134,137 (209,861) Net increase in cash, cash equivalents and restricted cash $ 704,867 $ 2,524,809 $ 2,059,037

Cash Provided by (Used in) Operating Activities



Net cash provided by operating activities in 2021 was $2.2 billion. Our net loss
for 2021 was $352.0 million, adjusted for non-cash charges, primarily consisting
of $898.8 million of stock-based compensation expense, $377.2 million of loss on
extinguishment of debt, $292.0 million of fair value remeasurement on warrants
issued in connection with a term loan agreement entered into in April 2020,
$138.3 million of depreciation and amortization, $112.5 million of impairment of
long-lived assets and $27.3 million of bad debt expense. Additional inflow of
cash resulted from changes in working capital, including a $495.8 million
increase in unearned fees resulting from significantly higher bookings.

Net cash used in operating activities in 2020 was $629.7 million. Our net loss
for 2020 was $4.6 billion, adjusted for non-cash charges, primarily consisting
of $3.0 billion of stock-based compensation expense, $868.5 million of fair
value remeasurement on warrants issued in connection with a term loan agreement
entered into in April 2020, $125.9 million of depreciation and amortization,
$107.7 million of bad debt expense, and $82.1 million of impairment charges of
investments. Additional uses of cash resulted from changes in working capital,
including a $267.0 million decrease in unearned fees resulting from fewer
bookings on our platform due to COVID-19.

Cash Provided by (Used in) Investing Activities



Net cash used in investing activities in 2021 was $1.4 billion, which was
primarily due to purchases of marketable securities of $4.9 billion, partially
offset by proceeds resulting from sales and maturities of marketable securities
of $1.6 billion and $2.0 billion, respectively.

Net cash provided by investing activities in 2020 was $79.6 million, which was
primarily provided by proceeds resulting from sales and maturities of marketable
securities of $1.3 billion and $1.8 billion, respectively, partially offset by
cash used to purchase marketable securities of $3.0 billion and property and
equipment of $37.4 million.

Cash Provided by Financing Activities



Net cash provided by financing activities in 2021 was $1.4 billion, primarily
reflecting the proceeds from the issuance of convertible senior notes, net of
issuance costs, of $2.0 billion and an increase in funds payable and amounts
payable to customers of $1.6 billion, partially offset by the repayment of
long-term debt and a related prepayment penalty of $2.0 billion and $212.9
million, respectively.

Net cash provided by financing activities in 2020 was $2.9 billion, primarily
reflecting proceeds of $3.7 billion from the issuance of Class A common stock
upon IPO, net of underwriting discounts and offering costs, $1.9 billion from
the issuance of long-term debt and warrants, net of issuance costs, partially
offset by a decrease of $1.7 billion for taxes paid related to net share
settlement of equity awards and $1.0 billion in funds payable and amounts
payable to customers.

Effect of Exchange Rates



The effect of exchange rate changes on cash, cash equivalents, and restricted
cash on our consolidated statements of cash flows relates to certain of our
assets, principally cash balances held on behalf of Hosts and guests, that are
denominated in currencies other than the functional currency of certain of our
subsidiaries. During 2021, we recorded a $209.9 million decrease in cash, cash
equivalents, and restricted cash primarily due to the strengthening of the U.S.
dollar. During 2020 we recorded a $134.1 million increase in cash, cash
equivalents, and restricted cash, respectively, primarily due to the weakening
of the U.S. dollar. The impact of exchange rate changes on cash balances can
serve as a natural hedge for the effect of exchange rates on our liabilities to
our Hosts and guests.

We believe that our current available cash, cash equivalents, and marketable
securities, along with cash generated by ongoing operations and continued access
to capital markets, will be sufficient to meet our operational cash needs for at
least the next twelve months and beyond. Our future capital requirements,
however, will depend on many factors, including, but not limited to our growth,
headcount, ability to attract and retain Hosts and guests on our platform,
capital expenditures, acquisitions, introduction of new products and offerings,
timing and extent of spending to support our efforts to develop our platform,
and expansion of sales and marketing activities. Additionally, we may in the
future raise additional capital or incur additional indebtedness to continue to
fund our strategic initiatives. In the event that additional financing is
required from outside sources, we may seek to raise additional funds at any time
through equity, equity-linked arrangements, and/or debt, which may not be
available on favorable terms, or at all. If we are unable to raise additional
capital when desired and at reasonable rates, our business, results of
operations, and financial condition could be materially adversely affected. Our
liquidity is
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subject to various risks including the risks identified in the section titled
"Risk Factors" in Item 1A and market risks identified in the section entitled
"Quantitative and Qualitative Disclosures about Market Risk" in Item 7A, each of
which is incorporated herein by reference.

Indemnification Agreements



In the ordinary course of business, we include limited indemnification
provisions under certain agreements with parties with whom we have commercial
relations of varying scope and terms. Under these contracts, we may indemnify,
hold harmless and agree to reimburse the indemnified party for losses suffered
or incurred by the indemnified party in connection with breach of the
agreements, or intellectual property infringement claims made by a third party,
including claims by a third party with respect to our domain names, trademarks,
logos and other branding elements to the extent that such marks are applicable
to its performance under the subject agreement. It is not possible to determine
the maximum potential loss under these indemnification provisions due to the
limited history of prior indemnification claims and the unique facts and
circumstances involved in each particular provision. To date, no significant
costs have been incurred, either individually or collectively, in connection
with our indemnification provisions.

In addition, we have entered into indemnification agreements with our directors,
executive officers and certain other employees that require us, among other
things, to indemnify them against certain liabilities that may arise by reason
of their status or service as directors, executive officers, or employees.

Contractual Obligations and Commitments



We have various contractual obligations and commitments, such as long-term
leases, purchase commitments, long-term debt, and other executory contracts,
that are disclosed in the footnotes to the financial statements. See Note 8.
Leases, Note 10, Debt, and Note 12, Commitments and Contingencies to the
consolidated financial statements, included in Item 8 of this Annual Report on
Form 10-K, for further information regarding these commitments.

Critical Accounting Policies and Estimates



Our consolidated financial statements are prepared in accordance with accounting
principles generally accepted in the United States. The preparation of these
consolidated financial statements requires us to make estimates and assumptions
that affect the reported amounts of assets, liabilities, revenue, costs, and
expenses, and related disclosures. On an ongoing basis, we evaluate our
estimates and assumptions. Our actual results may differ from these estimates
under different assumptions or conditions.

We believe that of our significant accounting policies, which are described in
Note 2 to our consolidated financial statements included elsewhere in this
Annual Report on Form 10-K, the following accounting policies involve a greater
degree of judgment and complexity. Accordingly, these are the policies we
believe are the most critical to aid in fully understanding and evaluating our
consolidated financial condition, results of operations, and cash flows.

Revenue Recognition



We generate substantially all of our revenue from facilitating guest stays at
accommodations offered by Hosts on the Airbnb platform. We consider both Hosts
and guests to be our customers. Our revenue is comprised of service fees from
our customers. Our single performance obligation is identified as the
facilitation of a stay, which occurs upon the completion of a check-in event.
Revenue is recognized at a point in time when the performance obligation is
satisfied upon check-in.

Revenue is presented net of certain payments we make to customers as part of our
referral programs and marketing promotions, collectively referred to as our
incentive programs, and refund activities. The payments are generally in the
form of coupon credits to be applied toward future bookings or as cash refunds.
We encourage the use of our platform and attract new customers through our
incentive programs. Under the referral program, the referring party ("referrer")
earns a coupon when the new Host or guest ("referee") completes their first stay
on our platform. We record the incentive as a liability at the time the
incentive is earned by the referrer with the corresponding charge recorded to
sales and marketing expense. Any amounts paid in excess of the fair value of the
referral service received are recorded as a reduction of revenue. Through
marketing promotions, we issue customer coupon credits to encourage the use of
our platform. After a customer redeems such incentives, we record a reduction to
revenue at the date we record the corresponding revenue transaction. From time
to time, we issue refunds to customers in the form of cash or credits to be
applied toward a future booking. We reduce the transaction price by the
estimated amount of the payments by applying the most likely outcome method
based on known facts and circumstances and historical experience. These refunds
are recorded as a reduction to revenue.

We evaluate whether the cumulative amount of payments made to customers that are
not in exchange for a distinct good or service received from a customer exceeds
the cumulative revenue earned since inception of the customer relationship. Any
cumulative payments in excess of cumulative revenue are presented as operating
expenses in our consolidated statements of operations.

Stock-Based Compensation



We have granted stock-based awards consisting primarily of stock options,
restricted common stock, and restricted stock units ("RSUs") to employees,
members of our board of directors, and non-employees. We estimate the fair value
of stock options granted using the Black-Scholes option-pricing model. The
Black-Scholes option-pricing model requires certain subjective inputs and
assumptions, including the fair value of our common stock, exercise price, the
expected term, risk-free interest rates, expected stock price volatility, and
expected dividend yield of our common stock. The fair value of stock options is
recognized as stock-based compensation expense on a straight-line basis over the
requisite service period. We account for forfeitures as they occur.

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Table of Contents The assumptions used in the Black-Scholes option-pricing model are as follows:



•Expected term. We estimate the expected term based on the simplified method.
•Risk-free interest rate. The risk-free interest rate is based on the U.S.
Treasury yield curve in effect at the time of grant.
•Expected volatility. We estimate the volatility of our common stock on the date
of grant based on the average historical stock price volatility of comparable
publicly-traded companies.
•Expected dividend yield. Expected dividend yield is zero, as we have not paid
and do not anticipate paying dividends on our common stock.

We continue to use judgment in evaluating the expected volatility and expected
term utilized in our stock-based compensation expense calculation on a
prospective basis. As we continue to accumulate additional data related to our
common stock, we may refine our estimates of expected volatility and expected
term, which could materially impact our future stock-based compensation expense.

Lodging Tax Obligations



Some states, cities, and localities in the United States and elsewhere in the
world impose transient occupancy or lodging accommodations taxes ("lodging
taxes") on the use or occupancy of lodging accommodations or other traveler
services. We collect and remit lodging taxes in more than 30,400 jurisdictions
on behalf of our Hosts, and lodging taxes are primarily collected in the United
States and France. Such lodging taxes are generally remitted to tax
jurisdictions within a 30 to 90-day period following the end of each month.

In jurisdictions where we do not collect and remit lodging taxes, the
responsibility for collecting and remitting these taxes, if applicable,
generally rests with Hosts. We estimate liabilities for a certain number of
jurisdictions with respect to state, city, and local taxes related to lodging
where we believe it is probable that Airbnb could be held jointly liable with
Hosts for collecting and remitting such taxes and the related amounts can be
reasonably estimated. Changes to these liabilities are recorded in general and
administrative expense in our consolidated statements of operations.

We are currently involved in a number of lawsuits brought by certain states and
localities involving the payment of lodging taxes. These jurisdictions are
asserting that we are liable or jointly liable with Hosts to collect and remit
lodging taxes. These lawsuits are in various stages and we continue to
vigorously defend these claims. We believe that the statutes at issue impose a
lodging tax obligation on the person exercising the taxable privilege of
providing accommodations, our Hosts. The ultimate resolution of these lawsuits
cannot be determined at this time.

Evaluating potential outcomes for lodging taxes is inherently uncertain and
requires us to utilize various judgments, assumptions and estimates in
determining our reserves. A variety of factors could affect our potential
obligation for collecting and remitting such taxes which include, but are not
limited to, whether we determine, or any tax authority asserts, that we have a
responsibility to collect lodging and related taxes on either historic or future
transactions; the introduction of new ordinances and taxes which subject our
operations to such taxes; or the ultimate resolution of any historic claims that
may be settled through negotiation. Accordingly, the ultimate resolution of
lodging taxes may be greater or less than reserve amounts we have established.
See Note 12, Commitments and Contingencies, to our consolidated financial
statements included in Item 8 of this Annual Report on Form 10-K for additional
information.

Income Taxes

We are subject to income taxes in the United States and foreign jurisdictions.
We account for income taxes using the asset and liability method. We account for
uncertainty in tax positions by recognizing a tax benefit from uncertain tax
positions when it is more likely than not that the position will be sustained
upon examination. Evaluating our uncertain tax positions, determining our
provision for (benefit from) income taxes, and evaluating the impact of the Tax
Cuts and Jobs Act, are inherently uncertain and require making judgments,
assumptions, and estimates.

While we believe that we have adequately reserved for our uncertain tax
positions, no assurance can be given that the final tax outcome of these matters
will not be different. We adjust these reserves in light of changing facts and
circumstances, such as the closing of a tax audit. To the extent that the final
tax outcome of these matters is different than the amounts recorded, such
differences will impact the provision for (benefit from) income taxes and the
effective tax rate in the period in which such determination is made.

The provision for (benefit from) income taxes includes the impact of reserve
provisions and changes to reserves as well as the related net interest and
penalties. In addition, we are subject to the continuous examination of our
income tax returns by the United States Internal Revenue Service and other tax
authorities that may assert assessments against us. We regularly assess the
likelihood of adverse outcomes resulting from these examinations and assessments
to determine the adequacy of our provision for (benefit from) income taxes.

Goodwill and Impairment of Long-Lived Assets

Goodwill represents the excess of the purchase price over the fair value of net
assets acquired in a business combination. We have one reporting unit. We test
goodwill for impairment at least annually, in the fourth quarter, and whenever
events or changes in circumstances indicate that goodwill might be impaired. As
a result of the goodwill impairment assessment, management concluded goodwill
was not impaired as of December 31, 2021 and does not believe that its reporting
unit is at risk of failing the impairment test since the fair value of the
reporting unit substantially exceeded the carrying value.

Long-lived assets that are held and used by us are reviewed for impairment when
events or changes in circumstances indicate that the carrying amount of the
asset may not be recoverable. Determination of recoverability of long-lived
assets is based on an estimate of the undiscounted cash flows resulting from the
use of the asset group and its eventual disposition. If the carrying value of
the long-lived asset group is not recoverable on an undiscounted cash flow
basis, we recognize impairment to the extent that the carrying value exceeds its
fair
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value. We determine fair value through various valuation techniques including
discounted cash flow models, quoted market values, and third-party independent
appraisals.

Any impairments to right-of-use ("ROU") assets, leasehold improvements, or other
assets as a result of a sublease, abandonment, or other similar factor are
initially recognized when a decision to do so is made and recorded as an
operating expense. Similar to other long-lived assets, management tests ROU
assets for impairment whenever events or changes in circumstances occur that
could impact the recoverability of these assets. For lease assets, such
circumstances would include subleases that do not fully recover the costs of the
associated leases or a decision to abandon the use of all or part of an asset.
For the years ended December 31, 2020 and 2021, the Company recorded
$35.8 million and $112.5 million, respectively, of long-lived assets impairment
charges within restructuring charges in the consolidated statement of
operations. There were no impairments of long-lived assets for the year ended
December 31, 2019.

Significant judgment and estimates are required in assessing impairment of
goodwill and long-lived assets, including identifying whether events or changes
in circumstances require an impairment assessment, estimating future cash flows,
and determining appropriate discount rates. Our estimates of fair value are
based on assumptions believed to be reasonable, but which are inherently
uncertain and unpredictable and, as a result, actual results may differ from
estimates.

Recent Accounting Pronouncements

See Note 2, Summary of Significant Accounting Policies, to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.

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