Please read the following discussion and analysis of our financial condition and
results of operations together with our consolidated financial statements and
related notes included under Part I, Item 1 of this Quarterly Report on Form
10-Q.
The Impact of COVID-19 on our Results and Operations
We began to observe the impact of COVID-19 on our financial results in March
2020 when, despite an increase in users' search activity, our advertising
revenues declined compared to the prior year due to a shift of user search
activity to less commercial topics and reduced spending by our advertisers. For
the quarter ended June 30, 2020, our advertising revenues declined due to the
continued impacts of COVID-19 and the related reductions in global economic
activity. During the course of the quarter ended June 30, 2020, we observed a
gradual return in user search activity to more commercial topics, followed by
increased spending by our advertisers that continued throughout the second half
of 2020. Additionally, over the course of 2020, we experienced variability in
our margins as many of our expenses are less variable in nature and/or may not
correlate to changes in revenues. Market volatility contributed to fluctuations
in the valuation of our equity investments. Further, our assessment of the
credit deterioration of our customers due to changes in the macroeconomic
environment during the period was reflected in our allowance for credit losses
for accounts receivable.
Through the third quarter of 2021, we continued to benefit from elevated
consumer activity online and broad-based increases in advertiser spending. We
remained focused on innovating and investing in the services we offer to
consumers and businesses to support our long-term growth. For example, we
continued to invest in our technical infrastructure and data centers.
Additionally, our margins benefited from revenue growth while many of our
expenses remained less variable in nature and/or may not correlate to changes in
revenues. These factors, combined with the impact of COVID-19 in the prior year,
affected year-over-year growth trends. Further, year-over-year trends benefited
from a reduction in depreciation expense due to the change in the estimated
useful life of our servers and certain network equipment beginning in the first
quarter of 2021; we expect the effect of this change in estimate to decline
through the remainder of the year (for further details see Note 1 of the Notes
to Consolidated Financial Statements included in Part 1, Item 1 of this
Quarterly Report on Form 10-Q). The COVID-19 pandemic continues to evolve, be
unpredictable and affect our business and financial results. Our past results
may not be indicative of our future performance, and historical trends in our
financial results may differ materially.
See Part II Item 7, "Impact of COVID-19" in our Annual Report on Form 10-K for
the year ended December 31, 2020 for more information.
Executive Overview
The following table summarizes our consolidated financial results (in millions,
except for per share information and percentages).
                                                                 Three Months Ended
                                                          September 30,
                                                                2020           2021
Revenues                                                     $ 46,173       $ 65,118
Change in revenues year over year                                  14  %          41  %
Change in constant currency revenues year over year                15  %          39  %

Operating income                                             $ 11,213       $ 21,031
Operating margin                                                   24  %          32  %

Other income (expense), net                                  $  2,146       $  2,033

Net Income                                                   $ 11,247       $ 18,936
Diluted EPS                                                  $  16.40       $  27.99


•Total revenues were $65.1 billion, an increase of 41% year over year, primarily
driven by an increase in Google Services segment revenues of $17.3 billion or
41% and an increase in Google Cloud segment revenues of $1.5 billion or 45%. The
adverse effect of COVID-19 on the prior year comparable period's
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advertising revenues contributed to the year-over-year increase. Revenues from
the United States, EMEA, APAC, and Other Americas were $29.8 billion, $19.8
billion, $11.7 billion, and $3.7 billion, respectively.
•Total cost of revenues was $27.6 billion, an increase of 31% year over year.
TAC was $11.5 billion, an increase of 41% year over year, primarily driven by an
increase in revenues subject to TAC. Other cost of revenues were $16.1 billion,
an increase of 24% year over year, affected by a reduction in depreciation
expense due to the change in the estimated useful life of our servers and
certain network equipment.
•Operating expenses (excluding cost of revenues) were $16.5 billion, an increase
of 19% year over year, primarily driven by headcount growth and increases in
advertising and promotional expenses.
Other information
•Operating cash flow was $25.5 billion for the three months ended September 30,
2021.
•Capital expenditures, which primarily included investments in technical
infrastructure, were $6.8 billion for the three months ended September 30, 2021.
•Number of employees was 150,028 as of September 30, 2021.
Our Segments
Beginning in the fourth quarter of 2020, we report our segment results as Google
Services, Google Cloud, and Other Bets:
•Google Services includes products and services such as ads, Android, Chrome,
hardware, Google Maps, Google Play, Search, and YouTube. Google Services
generates revenues primarily from advertising; sales of apps, in-app purchases,
digital content products, and hardware; and fees received for subscription-based
products such as YouTube Premium and YouTube TV.
•Google Cloud includes Google's infrastructure and data analytics platforms,
collaboration tools, and other services for enterprise customers. Google Cloud
generates revenues primarily from fees received for Google Cloud Platform
("GCP") services and Google Workspace collaboration tools.
•Other Bets is a combination of multiple operating segments that are not
individually material. Revenues from the Other Bets are derived primarily
through the sale of internet services as well as licensing and R&D services.
Unallocated corporate costs primarily include corporate initiatives, corporate
shared costs, such as finance and legal, including certain fines and
settlements, as well as costs associated with certain shared research and
development activities. Additionally, hedging gains (losses) related to revenue
are included in corporate costs.
Financial Results
Revenues
The following table presents our revenues by type (in millions).
                             Three Months Ended            Nine Months Ended
                               September 30,                 September 30,
                             2020           2021          2020           2021
Google Search & other    $   26,338      $ 37,926      $  72,159      $ 105,650
YouTube ads                   5,037         7,205         12,887         20,212
Google Network                5,720         7,999         15,679         22,396
Google advertising           37,095        53,130        100,725        148,258
Google other                  5,478         6,754         15,037         19,871
Google Services total        42,573        59,884        115,762        168,129
Google Cloud                  3,444         4,990          9,228         13,665
Other Bets                      178           182            461            572
Hedging gains (losses)          (22)           62            178            (54)
Total revenues           $   46,173      $ 65,118      $ 125,629      $ 182,312


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Google Services
Google advertising revenues
Our advertising revenue growth, as well as the change in paid clicks and
cost-per-click on Google Search & other properties and the change in impressions
and cost-per-impression on Google Network partners' properties ("Google Network
properties") and the correlation between these items, have been affected and may
continue to be affected by various factors, including:
•advertiser competition for keywords;
•changes in advertising quality, formats, delivery or policy;
•changes in device mix;
•changes in foreign currency exchange rates;
•fees advertisers are willing to pay based on how they manage their advertising
costs;
•general economic conditions including the impact of COVID-19;
•seasonality; and
•traffic growth in emerging markets compared to more mature markets and across
various advertising verticals and channels.
Our advertising revenue growth rate has been affected over time as a result of a
number of factors, including challenges in maintaining our growth rate as
revenues increase to higher levels; changes in our product mix; changes in
advertising quality or formats and delivery; the evolution of the online
advertising market; increasing competition; our investments in new business
strategies; query growth rates; and shifts in the geographic mix of our
revenues. We also expect that our revenue growth rate will continue to be
affected by evolving user preferences, the acceptance by users of our products
and services as they are delivered on diverse devices and modalities, our
ability to create a seamless experience for both users and advertisers, and
movements in foreign currency exchange rates.
Google advertising revenues consist primarily of the following:
•Google Search & other consists of revenues generated on Google search
properties (including revenues from traffic generated by search distribution
partners who use Google.com as their default search in browsers, toolbars, etc.)
and other Google owned and operated properties like Gmail, Google Maps, and
Google Play;
•YouTube ads consists of revenues generated on YouTube properties; and
•Google Network consists of revenues generated on Google Network properties
participating in AdMob, AdSense, and Google Ad Manager.
Google Search & other
Google Search & other revenues increased $11.6 billion and $33.5 billion from
the three and nine months ended September 30, 2020 to the three and nine months
ended September 30, 2021, respectively. The overall growth was primarily driven
by interrelated factors including increases in search queries resulting from
growth in user adoption and usage, primarily on mobile devices, growth in
advertiser spending, and improvements we have made in ad formats and delivery.
The adverse effect of COVID-19 on prior year comparable period revenues also
contributed to the year-over-year increase.
YouTube ads
YouTube ads revenues increased $2.2 billion and $7.3 billion from the three and
nine months ended September 30, 2020 to the three and nine months ended
September 30, 2021, respectively. Growth was driven by our direct response and
brand advertising products. Growth for our direct response advertising products
was primarily driven by increased advertiser spending as well as improvements to
ad formats and delivery. Growth for our brand advertising products for the three
months ended September 30, 2021 was primarily driven by increased spending by
our advertisers. For the nine months ended September 30, 2021, the adverse
effect of COVID-19 on prior year comparable period brand advertising revenues
also contributed to the year-over-year increase.
Google Network
Google Network revenues increased $2.3 billion from the three months ended
September 30, 2020 to the three months ended September 30, 2021. The increase
was primarily driven by strength in AdMob, AdSense and Google Ad Manager.
Google Network revenues increased $6.7 billion from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021. The increase was
primarily driven by strength in AdMob, Google Ad Manager
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and AdSense. The adverse effect of COVID-19 on prior year comparable period
revenues also contributed to the year-over-year increase.
Use of Monetization Metrics
Paid clicks for our Google Search & other properties represent engagement by
users and include clicks on advertisements by end-users on Google search
properties and other owned and operated properties including Gmail, Google Maps,
and Google Play. Historically, we included certain viewed YouTube engagement ads
and the related revenues in our paid clicks and cost-per-click monetization
metrics. Over time, advertising on YouTube has expanded to multiple advertising
formats and the type of viewed engagement ads historically included in paid
clicks and cost-per-click metrics have increasingly covered a smaller portion of
YouTube advertising revenues. As a result, beginning in the fourth quarter of
2020, we removed these ads and the related revenues from the paid clicks and
cost-per-click metrics. The revised metrics presented below provide a better
understanding of monetization trends on the properties included within Google
Search & other, as they now more closely correlate with the related changes in
revenues.
Impressions for Google Network properties include impressions displayed to users
served on Google Network properties participating primarily in AdMob, AdSense
and Google Ad Manager.
Cost-per-click is defined as click-driven revenues divided by our total number
of paid clicks and represents the average amount we charge advertisers for each
engagement by users.
Cost-per-impression is defined as impression-based and click-based revenues
divided by our total number of impressions and represents the average amount we
charge advertisers for each impression displayed to users.
As our business evolves, we periodically review, refine and update our
methodologies for monitoring, gathering, and counting the number of paid clicks
on our Google Search & other properties and the number of impressions on Google
Network properties and for identifying the revenues generated by click activity
on our Google Search & other properties and the revenues generated by impression
activity on Google Network properties.
Paid clicks and cost-per-click
The following table presents changes in our paid clicks and cost-per-click
(expressed as a percentage):
                                                                  Three Months Ended         Nine Months Ended
                                                                    September 30,              September 30,

                                                                         2021                       2021

Paid clicks change                                                                22%                        24%
Cost-per-click change                                                             18%                        17%


Paid clicks increased from the three and nine months ended September 30, 2020 to
the three and nine months ended September 30, 2021, primarily driven by a number
of interrelated factors, including an increase in search queries resulting from
growth in user adoption and usage, primarily on mobile devices; an increase in
clicks relating to ads on Google Play; continued growth in advertiser activity;
and improvements we have made in ad formats and delivery. For the nine months
ended September 30, 2021 the adverse effect of COVID-19 on the prior year
comparable period also contributed to the increase in paid clicks.
The increase in cost-per-click from the three and nine months ended September
30, 2020 to the three and nine months ended September 30, 2021 was driven by a
combination of factors including changes in device mix, geographic mix, changes
in advertiser spending, ongoing product changes, product mix, property mix, and
fluctuations of the U.S. dollar compared to certain foreign currencies, as well
as the adverse effect of COVID-19 on the prior year comparable period.
Impressions and cost-per-impression
The following table presents changes in our impressions and cost-per-impression
(expressed as a percentage):
                                                                       Three Months Ended           Nine Months Ended
                                                                         September 30,                September 30,
                                                                              2021                        2021
Impressions change                                                                      2%                          3  %
Cost-per-impression change                                                             39%                           39%


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Impressions increased from the three and nine months ended September 30, 2020 to
the three and nine months ended September 30, 2021, primarily driven by growth
in AdMob, partially offset by a decline in impressions related to AdSense. The
increase in cost-per-impression from the three and nine months ended September
30, 2020 to the three and nine months ended September 30, 2021 was primarily
driven by the adverse effect of COVID-19 on the prior year comparable period as
well as the effect of a combination of factors including ongoing product and
policy changes and improvements we have made in ad formats and delivery, changes
in device mix, geographic mix, product mix, property mix, and fluctuations of
the U.S. dollar compared to certain foreign currencies.
Google other revenues
Google other revenues consist primarily of revenues from:
•Google Play, which includes revenues from sales of apps and in-app purchases
(which we recognize net of payout to developers) and digital content sold in the
Google Play store;
•Devices and Services, which includes hardware, such as Fitbit wearable devices,
Google Nest home products, Pixelbooks, Pixel phones and other devices;
•YouTube non-advertising, including YouTube Premium and YouTube TV subscriptions
and other services; and
•other products and services.
Google other revenues increased $1.3 billion from the three months ended
September 30, 2020 to the three months ended September 30, 2021. The growth was
primarily driven by YouTube non-advertising, largely due to an increase in paid
subscribers, as well as Devices and Services, reflecting the inclusion of Fitbit
revenues as the acquisition closed in January 2021.
Google other revenues increased $4.8 billion from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021. The growth was
primarily driven by YouTube non-advertising and Devices and Services, followed
by Google Play. Growth for YouTube non-advertising was largely due to an
increase in paid subscribers. Growth for Devices and Services reflects the
inclusion of Fitbit revenues. Growth for Google Play was primarily driven by
sales of apps and in-app purchases.
Over time, our growth rate for Google other revenues may be affected by
seasonality, new product and service launches, changes in pricing, as well as
market dynamics.
Google Cloud
Our Google Cloud revenues increased $1.5 billion and $4.4 billion from the three
and nine months ended September 30, 2020 to the three and nine months ended
September 30, 2021, respectively. The growth was primarily driven by GCP
followed by Google Workspace offerings. Google Cloud's infrastructure and
platform services were the largest drivers of growth in GCP.
Over time, our growth rate for Google Cloud revenues may be affected by customer
usage, market dynamics, as well as new product and service launches.
Revenues by Geography
The following table presents our revenues by geography as a percentage of
revenues, determined based on the addresses of our customers:
                      Three Months Ended               Nine Months Ended
                         September 30,                   September 30,
                        2020             2021            2020            2021
United States                  47  %     46  %                 47  %     46  %
EMEA                           30  %     30  %                 30  %     31  %
APAC                           18  %     18  %                 18  %     18  %
Other Americas                  5  %      6  %                  5  %      5  %

For further details on revenues by geography, see Note 2 of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.


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Use of Constant Currency Revenues and Constant Currency Revenue Percentage
Change
The effect of currency exchange rates on our business is an important factor in
understanding period to period comparisons. Our international revenues are
favorably affected as the U.S. dollar weakens relative to other foreign
currencies, and unfavorably affected as the U.S. dollar strengthens relative to
other foreign currencies. Our revenues are also favorably affected by net
hedging gains and unfavorably affected by net hedging losses.
We use non-GAAP constant currency revenues and non-GAAP percentage change in
constant currency revenues for financial and operational decision-making and as
a means to evaluate period-to-period comparisons. We believe the presentation of
results on a constant currency basis in addition to GAAP results helps improve
the ability to understand our performance because they exclude the effects of
foreign currency volatility that are not indicative of our core operating
results.
Constant currency information compares results between periods as if exchange
rates had remained constant period over period. We define constant currency
revenues as total revenues excluding the effect of foreign exchange rate
movements and hedging activities, and use it to determine the constant currency
revenue percentage change on a year-over-year basis. Constant currency revenues
are calculated by translating current period revenues using prior period
exchange rates, as well as excluding any hedging effects realized in the current
period.
Constant currency revenue percentage change is calculated by determining the
change in current period revenues over prior period revenues where current
period foreign currency revenues are translated using prior period exchange
rates and hedging effects are excluded from revenues of both periods.
These results should be considered in addition to, not as a substitute for,
results reported in accordance with GAAP. Results on a constant currency basis,
as we present them, may not be comparable to similarly titled measures used by
other companies and are not a measure of performance presented in accordance
with GAAP.
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The following table presents the foreign exchange effect on our international revenues and total revenues (in millions, except percentages):


                                                      Three Months Ended                    Nine Months Ended
                                                         September 30,                        September 30,
                                                    2020              2021               2020               2021
EMEA revenues                                    $ 13,924          $ 19,839          $  38,132          $  55,954
Exclude foreign exchange effect on current
period revenues using prior year rates               (250)             (490)               346             (2,844)
EMEA constant currency revenues                  $ 13,674          $ 19,349          $  38,478          $  53,110
Prior period EMEA revenues                       $ 12,565          $ 13,924          $  36,546          $  38,132
EMEA revenue percentage change                         11  %             42  %               4  %              47  %
EMEA constant currency revenue percentage change        9  %             39  %               5  %              39  %

APAC revenues                                    $  8,458          $ 11,705          $  22,641          $  33,391
Exclude foreign exchange effect on current
period revenues using prior year rates                  1                (8)               167               (721)
APAC constant currency revenues                  $  8,459          $ 11,697          $  22,808          $  32,670
Prior period APAC revenues                       $  6,814          $  8,458          $  19,446          $  22,641
APAC revenue percentage change                         24  %             38  %              16  %              47  %
APAC constant currency revenue percentage change       24  %             38  %              17  %              44  %

Other Americas revenues                          $  2,371          $  3,688          $   6,367          $   9,957
Exclude foreign exchange effect on current
period revenues using prior year rates                304              (117)               640                (38)

Other Americas constant currency revenues $ 2,675 $ 3,571

$   7,007          $   9,919
Prior period Other Americas revenues             $  2,290          $  2,371          $   6,320          $   6,367
Other Americas revenue percentage change                4  %             56  %               1  %              56  %
Other Americas constant currency revenue
percentage change                                      17  %             51  %              11  %              56  %

United States revenues                           $ 21,442          $ 29,824          $  58,311          $  83,064
United States revenue percentage change                15  %             39  %              10  %              42  %

Hedging gains (losses)                           $    (22)         $     62          $     178          $     (54)
Total revenues                                   $ 46,173          $ 65,118          $ 125,629          $ 182,312
Total constant currency revenues                 $ 46,250          $ 64,441          $ 126,604          $ 178,763
Prior period revenues, excluding hedging
effect(1)                                        $ 40,380          $ 46,195          $ 115,418          $ 125,451
Total revenue percentage change                        14  %             41  %               9  %              45  %
Total constant currency revenue percentage
change                                                 15  %             39  %              10  %              42  %


(1)  Total revenues and hedging gains (losses) were $40,499 million and $119
million, respectively, for the three months ended September 30, 2019 and
$115,782 million and $364 million, respectively, for the nine months ended
September 30, 2019.
EMEA revenue percentage change from the three months ended September 30, 2020 to
the three months ended September 30, 2021 was favorably affected by foreign
currency exchange rates, primarily due to the U.S. dollar weakening relative to
the British pound and Euro. EMEA revenue percentage change from the nine months
ended September 30, 2020 to the nine months ended September 30, 2021 was
favorably affected by foreign currency exchange rates, primarily due to the U.S.
dollar weakening relative to the Euro and British pound.
APAC revenue percentage change from the three months ended September 30, 2020 to
the three months ended September 30, 2021 was not materially affected by foreign
currency exchange rates. APAC revenue percentage change from the nine months
ended September 30, 2020 to the nine months ended September 30,
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2021 was favorably affected by foreign currency exchange rates, primarily due to
the U.S. dollar weakening relative to the Australian dollar.
Other Americas revenue percentage change from the three months ended September
30, 2020 to the three months ended September 30, 2021 was favorably affected by
changes in foreign currency exchange rates, primarily due to the U.S. dollar
weakening relative to the Canadian dollar. Other Americas revenue percentage
change from the nine months ended September 30, 2020 to the nine months ended
September 30, 2021 was not materially affected by changes in foreign currency
exchange rates, as the effect of the U.S. dollar weakening relative to the
Canadian dollar was largely offset by the U.S. dollar strengthening relative to
the Brazilian real.
Costs and Operating Expenses
Cost of Revenues
Cost of revenues includes TAC which are paid to our distribution partners, who
make available our search access points and services, and amounts paid to Google
Network partners primarily for ads displayed on their properties. Our
distribution partners include browser providers, mobile carriers, original
equipment manufacturers, and software developers.
The cost of revenues as a percentage of revenues generated from ads placed on
Google Network properties are significantly higher than the cost of revenues as
a percentage of revenues generated from ads placed on Google properties (which
includes Google Search & other and YouTube ads), because most of the advertiser
revenues from ads served on Google Network properties are paid as TAC to our
Google Network partners.
Additionally, other cost of revenues (which is the cost of revenues excluding
TAC) includes the following:
•Content acquisition costs primarily related to payments to content providers
from whom we license video and other content for distribution on YouTube
advertising and subscription services and Google Play (we pay fees to these
content providers based on revenues generated or a flat fee);
•Expenses associated with our data centers (including bandwidth, compensation
expenses including SBC, depreciation, energy, and other equipment costs) as well
as other operations costs (such as content review and customer support costs).
These costs are generally less variable in nature and may not correlate with
related changes in revenues; and
•Inventory related costs for hardware we sell.
The following tables present our cost of revenues, including TAC (in millions,
except percentages):
                                                      Three Months Ended                   Nine Months Ended
                                                         September 30,                       September 30,
                                                    2020              2021              2020              2021
TAC                                              $  8,166          $ 11,498          $ 22,312          $ 32,139
Other cost of revenues                             12,951            16,123            36,340            45,812
Total cost of revenues                           $ 21,117          $ 27,621          $ 58,652          $ 77,951
Total cost of revenues as a percentage of
revenues                                             45.7  %           42.4  %           46.7  %           42.8  %


Cost of revenues increased $6.5 billion from the three months ended September
30, 2020 to the three months ended September 30, 2021. The increase was due to
increases in TAC and other cost of revenues of $3.3 billion and $3.2 billion,
respectively. Cost of revenues increased $19.3 billion from the nine months
ended September 30, 2020 to the nine months ended September 30, 2021. The
increase was due to increases in TAC and other cost of revenues of $9.8 billion
and $9.5 billion, respectively.
The increase in other cost of revenues from the three and nine months ended
September 30, 2020 to the three and nine months ended September 30, 2021 was
primarily due to increases in content acquisition costs primarily for YouTube as
well as data center and other operations costs. The increase in data center and
other operations costs was partially offset by a reduction in depreciation
expense due to the change in the estimated useful life of our servers and
certain network equipment beginning in the first quarter of 2021.
The increase in TAC from the three and nine months ended September 30, 2020 to
the three and nine months ended September 30, 2021 was due to increases in TAC
paid to distribution partners and to Google Network partners, primarily driven
by growth in revenues subject to TAC.
The TAC rate decreased from 22.0% to 21.6% from the three months ended September
30, 2020 to the three months ended September 30, 2021 and decreased from 22.2%
to 21.7% from the nine months ended September 30, 2020 to the nine months ended
September 30, 2021 primarily due to a revenue mix shift from Google Network
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properties to Google properties. The TAC rate on Google properties revenues and
the TAC rate on Google Network properties revenues were both substantially
consistent from the three and nine months ended September 30, 2020 to the three
and nine months ended September 30, 2021.
Over time, cost of revenues as a percentage of total revenues may be affected by
a number of factors, including the following:
•The amount of TAC paid to distribution partners, which is affected by changes
in device mix, geographic mix, partner mix, partner agreement terms such as
revenue share arrangements, and the percentage of queries channeled through paid
access points;
•The amount of TAC paid to Google Network partners, which is affected by a
combination of factors such as geographic mix, product mix, and revenue share
terms;
•Relative revenue growth rates of Google properties and Google Network
properties;
•Certain costs that are less variable in nature and may not correlate with the
related revenues;
•Costs associated with our data centers and other operations to support ads,
Google Cloud, Search, YouTube and other products;
•Content acquisition costs, which are primarily affected by the relative growth
rates in our YouTube advertising and subscription revenues;
•Costs related to hardware sales; and
•Increased proportion of non-advertising revenues, which generally have higher
costs of revenues, relative to our advertising revenues.
Research and Development
The following table presents our R&D expenses (in millions, except percentages):
                                                        Three Months Ended                   Nine Months Ended
                                                          September 30,                        September 30,
                                                      2020              2021              2020              2021
Research and development expenses                 $   6,856          $  7,694          $ 20,551          $ 22,854
Research and development expenses as a percentage
of revenues                                            14.8  %           11.8  %           16.4  %           12.5  %


R&D expenses consist primarily of:
•Compensation expenses (including SBC) for engineering and technical employees
responsible for R&D of our existing and new products and services;
•Depreciation;
•Equipment-related expenses; and
•Professional services fees primarily related to consulting and outsourcing
services.
R&D expenses increased $838 million from the three months ended September 30,
2020 to the three months ended September 30, 2021. The increase was primarily
due to an increase in compensation expenses of $725 million, largely resulting
from a 12% increase in headcount.
R&D expenses increased $2.3 billion from the nine months ended September 30,
2020 to the nine months ended September 30, 2021. The increase was primarily due
to an increase in compensation expenses of $2.4 billion, largely resulting from
an 11% increase in headcount. This increase was partially offset by a reduction
in depreciation expense of $430 million including the effect of our change in
the estimated useful life of our servers and certain network equipment.
Over time, R&D expenses as a percentage of revenues may fluctuate due to certain
expenses that are generally less variable in nature and may not correlate to the
changes in revenues. In addition, R&D expenses may be affected by a number of
factors including continued investment in ads, Android, Chrome, Google Cloud,
Google Maps, Google Play, hardware, machine learning, Other Bets, Search and
YouTube.
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Sales and Marketing The following table presents our sales and marketing expenses (in millions, except percentages):


                                                         Three Months Ended                   Nine Months Ended
                                                            September 30,                       September 30,
                                                        2020              2021             2020              2021
Sales and marketing expenses                        $   4,231          $ 5,516          $ 12,632          $ 15,308
Sales and marketing expenses as a percentage of
revenues                                                  9.2  %           8.5  %           10.1  %            8.4  %


Sales and marketing expenses consist primarily of:
•Advertising and promotional expenditures related to our products and services;
and
•Compensation expenses (including SBC) for employees engaged in sales and
marketing, sales support, and certain customer service functions.
Sales and marketing expenses increased $1.3 billion from the three months ended
September 30, 2020 to the three months ended September 30, 2021, primarily
driven by an increase in compensation expenses of $612 million and in
advertising and promotional activities of $558 million. The increase in
compensation expenses was largely due to a 16% increase in headcount. The
increase in advertising and promotional activities was driven by both increased
spending in the current period and a reduction in spending in the prior year
comparable period due to COVID-19.
Sales and marketing expenses increased $2.7 billion from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021, primarily driven
by an increase in compensation expenses of $1.5 billion and advertising and
promotional activities of $1.2 billion. The increase in compensation expenses
was largely due to a 12% increase in headcount. The increase in advertising and
promotional activities was driven by both increased spending in the current
period and a reduction in spending in the prior year comparable period due to
COVID-19.
Over time, sales and marketing expenses as a percentage of revenues may
fluctuate due to certain expenses that are generally less variable in nature and
may not correlate to the changes in revenues. In addition, sales and marketing
expenses may be affected by a number of factors including the seasonality
associated with new product and service launches and strategic decisions
regarding the timing and extent of our spending.
General and Administrative
The following table presents our general and administrative expenses (in
millions, except percentages):
                                                           Three Months Ended                   Nine Months Ended
                                                             September 30,                        September 30,
                                                         2020              2021               2020              2021
General and administrative expenses                  $   2,756          $  

3,256 $ 8,221 $ 9,370 General and administrative expenses as a percentage of revenues

                                                6.0  %            5.0  %             6.5  %            5.1  %


General and administrative expenses consist primarily of:
•Compensation expenses (including SBC) for employees in our finance, human
resources, information technology, and legal organizations;
•Depreciation;
•Equipment-related expenses;
•Legal-related expenses; and
•Professional services fees primarily related to audit, information technology
consulting, outside legal, and outsourcing services.
General and administrative expenses increased $500 million from the three months
ended September 30, 2020 to the three months ended September 30, 2021. The
increase was primarily driven by a $314 million increase in charges related to
legal matters and a $179 million increase in compensation expenses, largely
resulting from a 13% increase in headcount.
General and administrative expenses increased $1.1 billion from the nine months
ended September 30, 2020 to the nine months ended September 30, 2021. The
increase was primarily driven by a $1.3 billion increase in charges relating to
legal matters and a $409 million increase in compensation expenses, largely
resulting from a 13% increase in headcount. These increases were partially
offset by a $844 million decline in allowance for credit
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losses for accounts receivable, as the prior year comparable period reflected a
higher allowance related to the economic impact of COVID-19.
Over time, general and administrative expenses as a percentage of revenues may
fluctuate due to certain expenses that are generally less variable in nature and
may not correlate to the changes in revenues, the effect of discrete items such
as legal settlements, or allowances for credit losses for accounts receivable.
Segment Profitability
The following table presents our segment operating income (loss) (in millions).
                                   Three Months Ended            Nine Months Ended
                                     September 30,                 September 30,
                                   2020           2021          2020           2021

Operating income (loss):
Google Services                $   14,453      $ 23,973      $  35,540      $ 65,862
Google Cloud                       (1,208)         (644)        (4,364)       (2,209)
Other Bets                         (1,103)       (1,288)        (3,340)       (3,831)
Corporate costs, unallocated         (929)       (1,010)        (2,263)       (2,993)
Total income from operations   $   11,213      $ 21,031      $  25,573      $ 56,829


Google Services
Google Services operating income increased $9.5 billion from the three months
ended September 30, 2020 to the three months ended September 30, 2021. The
increase was due to growth in revenues partially offset by increases in TAC,
content acquisition costs, compensation expenses and advertising and promotional
expenses. The increase in expenses was partially offset by a reduction in costs
driven by the change in the estimated useful life of our servers and certain
network equipment. The effect of COVID-19 on the prior year comparable period
results affected the year-over-year increase in operating income.
Google Services operating income increased $30.3 billion from the nine months
ended September 30, 2020 to the nine months ended September 30, 2021. The
increase was due to growth in revenues partially offset by increases in TAC,
content acquisition costs, compensation expenses, charges related to certain
legal matters and advertising and promotional expenses. The increase in expenses
was partially offset by a reduction in costs driven by the change in the
estimated useful life of our servers and certain network equipment. The effect
of COVID-19 on prior year comparable period results affected the year-over-year
increase in operating income.
Google Cloud
Google Cloud operating loss decreased $564 million and $2.2 billion from the
three and nine months ended September 30, 2020 to the three and nine months
ended September 30, 2021, respectively. The decrease in operating loss was
primarily driven by growth in revenues, partially offset by an increase in
expenses, primarily driven by compensation expenses. The increase in expenses
was partially offset by a reduction in costs driven by the change in the
estimated useful life of our servers and certain network equipment.
Other Bets
Other Bets operating loss increased $185 million and $491 million from the three
and nine months ended September 30, 2020 to the three and nine months ended
September 30, 2021, respectively. The increase in operating loss for the three
and nine months ended September 30, 2021 was primarily driven by increases in
compensation expenses, including an increase in valuation-based compensation
charges during the second quarter of 2021.
Other Income (Expense), Net
The following table presents other income (expense), net (in millions):
                                   Three Months Ended              Nine Months Ended
                                      September 30,                  September 30,
                                    2020            2021           2020          2021

Other income (expense), net $ 2,146 $ 2,033 $ 3,820

$ 9,503




Other income (expense), net, decreased $113 million from the three months ended
September 30, 2020 to the three months ended September 30, 2021. The change was
primarily driven by an increase in accrued performance
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fees related to certain investments of $357 million during the three months
ended September 30, 2021, offset by increases in net unrealized gains recognized
for our equity securities of $222 million and income from equity method
investments of $162 million.
Other income (expense), net, increased $5.7 billion from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021. The change was
primarily driven by increases in net unrealized gains recognized for our
marketable and non-marketable equity securities of $1.4 billion and $5.8
billion, respectively, during the nine months ended September 30, 2021,
partially offset by an increase in accrued performance fees related to certain
investments of $1.5 billion.
Over time, other income (expense), net, may be affected by market dynamics and
other factors. Equity values generally change daily for marketable equity
securities and upon the occurrence of observable price changes or upon
impairment of non-marketable equity securities. Changes in our share of gains
and losses in equity method investments may fluctuate. In addition, volatility
in the global economic climate and financial markets could result in a
significant change in the value of our investments. Fluctuations in the value of
these investments has, and we expect will continue to, contribute to volatility
of OI&E in future periods. For additional information about our investments, see
Note 3 of the Notes to Consolidated Financial Statements included in Part I,
Item 1 of this Quarterly Report on Form 10-Q.
Provision for Income Taxes
The following table presents our provision for income taxes (in millions, except
for effective tax rate):
                                  Three Months Ended            Nine Months Ended
                                    September 30,                 September 30,
                                  2020           2021          2020          2021
Provision for income taxes    $   2,112       $ 4,128       $ 4,351       $ 10,941
Effective tax rate                 15.8  %       17.9  %       14.8  %        16.5  %


Our provision for income taxes and our effective tax rate increased from the
three months ended September 30, 2020 to the three months ended September 30,
2021. The increase in the provision for income taxes was primarily due to an
increase in pre-tax earnings, including in countries that have higher statutory
rates and an increase in unrecognized tax benefits, partially offset by an
increase in the stock-based compensation related tax benefit.
Our provision for income taxes and our effective tax rate increased from the
nine months ended September 30, 2020 to the nine months ended September 30,
2021. The increase in the provision for income taxes and our effective tax rate
was primarily due to an increase in pre-tax earnings, including in countries
that have higher statutory rates, partially offset by an increase in the
stock-based compensation related tax benefit, and the U.S. federal
Foreign-Derived Intangible Income tax deduction benefit.
We expect our future effective tax rate to be affected by changes in pre-tax
earnings, including the effect of countries with different statutory rates.
Additionally, our future effective tax rate may be affected by changes in the
valuation of our deferred tax assets or liabilities, or changes in tax laws or
regulations, as well as certain discrete items.
Financial Condition
Cash, Cash Equivalents, and Marketable Securities
As of September 30, 2021, we had $142.0 billion in cash, cash equivalents, and
short-term marketable securities. Cash equivalents and marketable securities are
comprised of time deposits, money market funds, highly liquid government bonds,
corporate debt securities, mortgage-backed and asset-backed securities and
marketable equity securities.
Sources, Uses of Cash and Related Trends
Our principal sources of liquidity are our cash, cash equivalents, and
marketable securities, as well as the cash flow that we generate from our
operations. The primary use of capital continues to be to invest for the
long-term growth of the business. We regularly evaluate our cash and capital
structure, including the size, pace and form of capital return to stockholders.
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The following table presents our cash flows (in millions):


                                                Nine Months Ended
                                                  September 30,
                                               2020           2021

Net cash provided by operating activities $ 42,447 $ 66,718 Net cash used in investing activities $ (25,492) $ (24,507) Net cash used in financing activities $ (15,138) $ (44,851)




Cash Provided by Operating Activities
Our largest source of cash provided by our operations are advertising revenues
generated by Google Search & other properties, Google Network properties and
YouTube ads. Additionally, we generate cash through sales of apps, in-app
purchases, digital content products, and hardware; and licensing and service
fees including fees received for Google Cloud offerings and subscription-based
products.
Our primary uses of cash from our operating activities include payments to our
distribution and Google Network partners, for compensation and related costs,
and for content acquisition costs. In addition, uses of cash from operating
activities include hardware inventory costs, income taxes, and other general
corporate expenditures.
Net cash provided by operating activities increased from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021 primarily due to
the net effect of increases in cash received from revenues and cash paid for
cost of revenues and operating expenses, and changes in operating assets and
liabilities, including the timing of income tax payments.
Cash Used in Investing Activities
Cash provided by investing activities consists primarily of maturities and sales
of our investments in marketable and non-marketable securities. Cash used in
investing activities consists primarily of purchases of marketable and
non-marketable securities, purchases of property and equipment, and payments for
acquisitions.
Net cash used in investing activities decreased from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021 primarily due to
decreases in purchases of marketable securities offset by a decrease in
maturities and sales of marketable securities and an increase in purchases of
property and equipment.
Cash Used in Financing Activities
Cash provided by financing activities consists primarily of proceeds from
issuance of debt and proceeds from the sale of interest in consolidated
entities. Cash used in financing activities consists primarily of repurchases of
common and capital stock, net payments related to stock-based award activities,
and repayments of debt.
Net cash used in financing activities increased from the nine months ended
September 30, 2020 to the nine months ended September 30, 2021 primarily due to
increases in cash payments for repurchases of common and capital stock, net
payments related to stock-based award activities, and repayment of debt.
Liquidity and Material Cash Requirements
We expect existing cash, cash equivalents, short-term marketable securities,
cash flows from operations and financing activities to continue to be sufficient
to fund our operating activities and cash commitments for investing and
financing activities for at least the next 12 months and thereafter for the
foreseeable future.
As of September 30, 2021, we had long-term taxes payable of $5.6 billion related
to a one-time transition tax payable incurred as a result of the U.S. Tax Cuts
and Jobs Act ("Tax Act"). As permitted by the Tax Act, we will pay the
transition tax in annual interest-free installments through 2025.
In 2017, 2018 and 2019, the EC announced decisions that certain actions taken by
Google infringed European competition law and imposed fines of €2.4 billion
($2.7 billion as of June 27, 2017), €4.3 billion ($5.1 billion as of June 30,
2018), and €1.5 billion ($1.7 billion as of March 20, 2019), respectively. While
each EC decision is under appeal, we included the fines in accrued expenses and
other current liabilities on our Consolidated Balance Sheets as we provided bank
guarantees (in lieu of a cash payment) for the fines.
We have a short-term debt financing program of up to $10.0 billion through the
issuance of commercial paper, which increased from $5.0 billion in September
2021. Net proceeds from this program are used for general corporate purposes. As
of September 30, 2021, we had no commercial paper outstanding. As of
September 30, 2021, we had $10.0 billion of revolving credit facilities with no
amounts outstanding. In April 2021, we terminated the
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existing revolving credit facilities, which were scheduled to expire in July
2023, and entered into two new revolving credit facilities in the amounts of
$4.0 billion and $6.0 billion, which will expire in April 2022 and April 2026,
respectively. The interest rates for the new credit facilities are determined
based on a formula using certain market rates, as well as our progress toward
the achievement of certain sustainability goals. No amounts have been borrowed
under the new credit facilities.
As of September 30, 2021, we have senior unsecured notes outstanding due from
2024 through 2060 with a total carrying value of $12.8 billion. Refer to Note 5
of the Notes to Consolidated Financial Statements included in Part I, Item 1 of
this Quarterly Report on Form 10-Q for further information on the notes.
In April 2021, the Board of Directors of Alphabet authorized the company to
repurchase up to $50.0 billion of its Class C stock. In July 2021, the Alphabet
board approved an amendment to the April 2021 authorization, permitting the
company to repurchase both Class A and Class C shares in a manner deemed in the
best interest of the company and its stockholders, taking into account the
economic cost and prevailing market conditions, including the relative trading
prices and volumes of the Class A and Class C shares. In accordance with the
authorization of the Board of Directors of Alphabet, during the three and nine
months ended September 30, 2021, we repurchased and subsequently retired 4.6
million and 15.7 million aggregate shares for $12.6 billion and $36.8 billion,
respectively. Of the aggregate amount repurchased and subsequently retired
during the three months ended September 30, 2021, 0.5 million shares were Class
A stock for $1.5 billion. As of September 30, 2021, $30.8 billion remains
available for repurchase of Class A and Class C shares under the amended
authorization. The repurchases are being executed from time to time, subject to
general business and market conditions and other investment opportunities,
through open market purchases or privately negotiated transactions, including
through Rule 10b5-1 plans. The repurchase program does not have an expiration
date. Refer to Note 10 of the Notes to Consolidated Financial Statements
included in Part I, Item 1 of this Quarterly Report on Form 10-Q.
Capital Expenditures and Leases
We make investments in land and buildings for data centers and offices and
information technology assets through purchases of property and equipment and
lease arrangements to provide capacity for the growth of our services and
products. In September 2021 we exercised our option to purchase St. John's
Terminal in New York City for approximately $2.1 billion, which is expected to
close in the first quarter of 2022.
During the nine months ended September 30, 2020 and 2021, we spent $16.8 billion
and $18.3 billion on capital expenditures and recognized total operating lease
assets of $2.2 billion and $2.2 billion, respectively. As of September 30, 2021,
the amount of total future lease payments under operating leases, which had a
weighted average remaining lease term of 8 years, was $15.5 billion. As of
September 30, 2021, we have entered into leases that have not yet commenced with
future lease payments of $6.3 billion, excluding purchase options, that are not
yet recorded on our Consolidated Balance Sheets. These leases will commence
between 2021 and 2026 with non-cancelable lease terms of 1 to 25 years.
For the nine months ended September 30, 2020 and 2021, our depreciation and
impairment expenses on property and equipment were $9.4 billion and $8.3
billion, respectively. The change in estimated useful life of our servers and
certain network equipment was effective beginning in fiscal year 2021. The
effect of this change in accounting estimate was a reduction in depreciation
expense of $2.1 billion for the nine months ended September 30, 2021. For the
nine months ended September 30, 2020 and 2021, our operating lease expenses
(including variable lease costs), were $2.1 billion and $2.5 billion,
respectively. Finance leases were not material for the nine months ended
September 30, 2020 and 2021.
Critical Accounting Policies and Estimates
See Part II, Item 7, "Critical Accounting Policies and Estimates" in our Annual
Report on Form 10-K for the year ended December 31, 2020. There have been no
material changes to our critical accounting policies and estimates since our
Annual Report on Form 10-K for the year ended December 31, 2020.
Available Information
Our website is located at www.abc.xyz, and our investor relations website is
located at www.abc.xyz/investor. Our Annual Reports on Form 10-K, Quarterly
Reports on Form 10-Q, Current Reports on Form 8-K, and our Proxy Statements, and
any amendments to these reports, are available through our investor relations
website, free of charge, after we file them with the SEC. We also provide a link
to the section of the SEC's website at www.sec.gov that has all of the reports
that we file or furnish with the SEC.
We webcast via our investor relations website our earnings calls and certain
events we participate in or host with members of the investment community. Our
investor relations website also provides notifications of news or announcements
regarding our financial performance and other items of interest to our
investors, including SEC
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filings, investor events, press and earnings releases, and blogs. We also share
Google news and product updates on Google's Keyword blog at
https://www.blog.google/, which may be of interest or material to our investors.
Further, corporate governance information, including our certificate of
incorporation, bylaws, governance guidelines, board committee charters, and code
of conduct, is also available on our investor relations website under the
heading "Other." The content of our websites are not incorporated by reference
into this Quarterly Report on Form 10-Q or in any other report or document we
file with the SEC, and any references to our websites are intended to be
inactive textual references only.

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