You should read the following discussion of our financial condition and results
of operations in conjunction with our condensed consolidated financial
statements and the related notes included elsewhere in this Quarterly Report on
Form 10-Q and with our audited consolidated financial statements included in our
Annual Report on Form 10-K for the year ended December 31, 2020, as filed with
the Securities and Exchange Commission. In addition to our historical condensed
consolidated financial information, the following discussion contains
forward-looking statements that reflect our plans, estimates, and beliefs. Our
actual results could differ materially from those discussed in the
forward-looking statements. Factors that could cause or contribute to these
differences include those discussed below and elsewhere in this Quarterly Report
on Form 10-Q, particularly in Part II, Item 1A, "Risk Factors." For a discussion
of limitations in the measurement of certain of our community metrics, see the
section entitled "Limitations of Key Metrics and Other Data" in this Quarterly
Report on Form 10-Q.
Certain revenue information in the section entitled "-Three and Six Months Ended
June 30, 2021 and 2020-Revenue-Foreign Exchange Impact on Revenue" is presented
on a constant currency basis. This information is a non-GAAP financial measure.
To calculate revenue on a constant currency basis, we translated revenue for the
three and six months ended June 30, 2021 using the prior year's monthly exchange
rates for our settlement or billing currencies other than the U.S. dollar. This
non-GAAP financial measure is not intended to be considered in isolation or as a
substitute for, or superior to, financial information prepared and presented in
accordance with GAAP. This measure may be different from non-GAAP financial
measures used by other companies, limiting its usefulness for comparison
purposes. Moreover, presentation of revenue on a constant currency basis is
provided for year-over-year comparison purposes, and investors should be
cautioned that the effect of changing foreign currency exchange rates has an
actual effect on our operating results. We believe this non-GAAP financial
measure provides investors with useful supplemental information about the
financial performance of our business, enables comparison of financial results
between periods where certain items may vary independent of business
performance, and allows for greater transparency with respect to key metrics
used by management in operating our business.
Executive Overview of Second Quarter Results
Our key community metrics and financial results for the second quarter of 2021
are as follows:
Community growth:
•Facebook daily active users (DAUs) were 1.91 billion on average for June 2021,
an increase of 7% year-over-year.
•Facebook monthly active users (MAUs) were 2.90 billion as of June 30, 2021, an
increase of 7% year-over-year.
•Family daily active people (DAP) was 2.76 billion on average for June 2021, an
increase of 12% year-over-year.
•Family monthly active people (MAP) was 3.51 billion as of June 30, 2021, an
increase of 12% year-over-year.
Financial results:
•Revenue was $29.08 billion, up 56% year-over-year, and advertising revenue was
$28.58 billion, up 56% year-over­year.
•Total costs and expenses were $16.71 billion, up 31% year-over-year.
•Income from operations was $12.37 billion, and operating margin was 43%.
•Net income was $10.39 billion, with diluted earnings per share of $3.61.
•Capital expenditures, including principal payments on finance leases, were
$4.74 billion.
•Effective tax rate was 17%.
•Cash and cash equivalents and marketable securities were $64.08 billion as of
June 30, 2021.
•Headcount was 63,404 as of June 30, 2021, an increase of 21% year-over-year.
Our mission is to give people the power to build community and bring the world
closer together.
In response to the COVID-19 pandemic, we have focused on helping people stay
connected, assisting the public health response, and working on the economic
recovery. We have also continued to invest based on the following company
priorities: (i) continue making progress on the major social issues facing the
internet and our company, including privacy, safety, and security; (ii) build
new experiences that meaningfully improve people's lives today and set the stage
for even bigger improvements in the future; (iii) keep building our business by
supporting the millions of businesses that rely on our services to grow and
create jobs; and (iv) communicate more transparently about what we're doing and
the role our services play in the world.
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In the second quarter of 2021, we continued to focus on our main revenue growth
priorities: (i) helping marketers use our products to connect with consumers
where they are and (ii) making our ads more relevant and effective.
Our business and results of operations have been impacted by the COVID-19
pandemic and the preventative measures implemented by authorities from time to
time to help limit the spread of the illness, which have caused, and are
continuing to cause, business slowdowns or shutdowns in certain affected
countries and regions. Beginning in the first quarter of 2020, we experienced
significant increases in the size and engagement of our active user base across
a number of regions as a result of the COVID-19 pandemic. More recently, we have
seen these pandemic-related trends subside, particularly in certain developed
markets. We are unable to predict the impact of the pandemic on user growth and
engagement with any certainty and these trends may continue to be subject to
volatility.
The COVID-19 pandemic has also previously caused a reduction in the demand for
advertising, as well as a related decline in the pricing of our ads,
particularly in the second quarter of 2020. More recently, we believe the
pandemic has contributed to an acceleration in the shift of commerce from
offline to online, and we experienced increasing demand for advertising as a
result of this trend. However, it is possible that this increased demand may not
continue in future periods and may even recede to the extent the effects of the
pandemic subside, which could adversely affect our advertising revenue growth.
The impact of the pandemic on user growth and engagement, the demand for and
pricing of our advertising services, as well as on our overall results of
operations, remains highly uncertain for the foreseeable future. In addition, we
expect that future advertising revenue growth will continue to be adversely
affected by limitations on our ad targeting and measurement tools arising from
changes to the regulatory environment and third-party mobile operating systems
and browsers.
We intend to continue to invest in our business based on our company priorities,
and we anticipate that additional investments in our data center capacity,
servers, network infrastructure, and office facilities, as well as scaling our
headcount to support our growth, including in our consumer hardware initiatives,
will continue to drive expense growth in 2021.
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Trends in Our Facebook User Metrics
The numbers for our key Facebook metrics, our DAUs, MAUs, and average revenue
per user (ARPU), do not include users on Instagram, WhatsApp, or our other
products, unless they would otherwise qualify as DAUs or MAUs, respectively,
based on their other activities on Facebook.
Trends in the number of users affect our revenue and financial results by
influencing the number of ads we are able to show, the value of our ads to
marketers, the volume of Payments transactions, as well as our expenses and
capital expenditures. Substantially all of our daily and monthly active users
(as defined below) access Facebook on mobile devices.
•Daily Active Users (DAUs). We define a daily active user as a registered and
logged-in Facebook user who visited Facebook through our website or a mobile
device, or used our Messenger application (and is also a registered Facebook
user), on a given day. We view DAUs, and DAUs as a percentage of MAUs, as
measures of user engagement on Facebook.
                     [[Image Removed: fb-20210630_g1.jpg]]
                       DAU/MAU:    66%   66%   66%   67%   66%   66%   66%   66%   66%

[[Image Removed: fb-20210630_g2.jpg]] [[Image Removed: fb-20210630_g3.jpg]]

DAU/MAU: 77% 77% 77% 77% 77% 77% 76% 75% 75% DAU/MAU: 74% 74% 75% 75% 74% 74% 74% 73% 73%

[[Image Removed: fb-20210630_g4.jpg]] [[Image Removed: fb-20210630_g5.jpg]]

DAU/MAU: 61% 62% 62% 62% 61% 62% 62% 62% 62% DAU/MAU: 64% 65% 65% 65% 65% 65% 65% 65% 65%

Note: For purposes of reporting DAUs, MAUs, and ARPU by geographic region, Europe includes all users in Russia and Turkey and Rest of World includes all users in Africa, Latin America, and the Middle East.


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Worldwide DAUs increased 7% to 1.91 billion on average during June 2021 from
1.79 billion during June 2020. Users in India, the Philippines, and Pakistan
represented the top three sources of growth in DAUs during June 2021, relative
to the same period in 2020.
•Monthly Active Users (MAUs). We define a monthly active user as a registered
and logged-in Facebook user who visited Facebook through our website or a mobile
device, or used our Messenger application (and is also a registered Facebook
user), in the last 30 days as of the date of measurement. MAUs are a measure of
the size of our global active user community on Facebook.
                     [[Image Removed: fb-20210630_g6.jpg]]

[[Image Removed: fb-20210630_g7.jpg]] [[Image Removed: fb-20210630_g8.jpg]]


  [[Image Removed: fb-20210630_g9.jpg]] [[Image Removed: fb-20210630_g10.jpg]]
As of June 30, 2021, we had 2.90 billion MAUs, an increase of 7% from June 30,
2020. Users in India, the Philippines, and Pakistan represented the top three
sources of growth in the second quarter of 2021, relative to the same period in
2020.
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Trends in Our Monetization by Facebook User Geography
We calculate our revenue by Facebook user geography based on our estimate of the
geography in which ad impressions are delivered, virtual and digital goods are
purchased, or consumer hardware products are shipped. We define ARPU as our
total revenue in a given geography during a given quarter, divided by the
average of the number of MAUs in the geography at the beginning and end of the
quarter. While ARPU includes all sources of revenue, the number of MAUs used in
this calculation only includes users of Facebook and Messenger as described in
the definition of MAU above. The share of revenue from users who are not also
Facebook or Messenger MAUs was not material. The geography of our users affects
our revenue and financial results because we currently monetize users in
different geographies at different average rates. Our revenue and ARPU in
regions such as United States & Canada and Europe are relatively higher
primarily due to the size and maturity of those online and mobile advertising
markets. For example, ARPU in the second quarter of 2021 in the United States &
Canada region was more than 12 times higher than in the Asia-Pacific region.
                     [[Image Removed: fb-20210630_g11.jpg]]
             ARPU:  $7.05    $7.26    $8.52    $6.95    $7.05    $7.89

$10.14 $9.27 $10.12




 [[Image Removed: fb-20210630_g12.jpg]] [[Image Removed: fb-20210630_g13.jpg]]
   ARPU:  $33.27   $34.55   $41.41   $34.18   $36.49   $39.63   $53.56   $48.03   $53.01   ARPU:    $10.70   $10.68   $13.21   $10.64   $11.03   $12.41   $16.87   $15.49   $17.23

[[Image Removed: fb-20210630_g14.jpg]] [[Image Removed: fb-20210630_g15.jpg]]


   ARPU:  $3.04    $3.24    $3.57    $3.06   $2.99    $3.67    $4.05    $3.94    $4.16       ARPU:  $2.13    $2.24    $2.48    $1.99    $1.78    $2.22    $2.77    $2.64    $3.05


                     [[Image Removed: fb-20210630_g16.jpg]]
Note: Our revenue by Facebook user geography in the charts above is
geographically apportioned based on our estimation of the geographic location of
our Facebook users when they perform a revenue-generating activity. This
allocation differs from our revenue disaggregated by geography disclosure in our
condensed consolidated financial statements where revenue is geographically
apportioned based on the addresses of our customers.
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During the second quarter of 2021, worldwide ARPU was $10.12, an increase of 44%
from the second quarter of 2020. Over this period, ARPU increased by 71% in Rest
of World, 56% in Europe, 45% in United States & Canada, and 39% in Asia-Pacific.
In addition, user growth was more rapid in geographies with relatively lower
ARPU, such as Asia-Pacific and Rest of World. We expect that user growth in the
future will be primarily concentrated in those regions where ARPU is relatively
lower, such that worldwide ARPU may continue to increase at a slower rate
relative to ARPU in any geographic region, or potentially decrease even if ARPU
increases in each geographic region.
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Trends in Our Family Metrics
The numbers for our key Family metrics, our DAP, MAP, and average revenue per
person (ARPP), do not include users on our other products unless they would
otherwise qualify as MAP or DAP, respectively, based on their other activities
on our Family products.
Trends in the number of people in our community affect our revenue and financial
results by influencing the number of ads we are able to show, the value of our
ads to marketers, the volume of Payments transactions, as well as our expenses
and capital expenditures. Substantially all of our daily and monthly active
people (as defined below) access our Family products on mobile devices.
•Daily Active People (DAP). We define a daily active person as a registered and
logged-in user of Facebook, Instagram, Messenger, and/or WhatsApp (collectively,
our "Family" of products) who visited at least one of these Family products
through a mobile device application or using a web or mobile browser on a given
day. We do not require people to use a common identifier or link their accounts
to use multiple products in our Family, and therefore must seek to attribute
multiple user accounts within and across products to individual people. Our
calculations of DAP rely upon complex techniques, algorithms, and machine
learning models that seek to estimate the underlying number of unique people
using one or more of these products, including by matching user accounts within
an individual product and across multiple products when we believe they are
attributable to a single person, and counting such group of accounts as one
person. As these techniques and models require significant judgment, are
developed based on internal reviews of limited samples of user accounts, and are
calibrated against user survey data, there is necessarily some margin of error
in our estimates. We view DAP, and DAP as a percentage of MAP, as measures of
engagement across our products. For additional information, see the section
entitled "Limitations of Key Metrics and Other Data" in this Quarterly Report on
Form 10-Q.
                     [[Image Removed: fb-20210630_g17.jpg]]
                      DAP/MAP:     78%   78%   78%   79%   79%   79%   79%   79%   79%


Note: We report the numbers of DAP and MAP as specific amounts, but these
numbers are estimates of the numbers of unique people using our products and are
subject to statistical variances and errors. While we expect the error margin
for these estimates to vary from period to period, we estimate that such margin
generally will be approximately 4% of our worldwide MAP. At our scale, it is
very difficult to attribute multiple user accounts within and across products to
individual people, and it is possible that the actual numbers of unique people
using our products may vary significantly from our estimates, potentially beyond
our estimated error margins. For additional information, see the section
entitled "Limitations of Key Metrics and Other Data" in this Quarterly Report on
Form 10-Q. In the second quarter of 2020, we updated our Family metrics
calculations to reflect recent data from a periodic WhatsApp user survey and to
incorporate certain methodology improvements, and we estimate such updates
contributed an aggregate of approximately 40 million DAP to our reported
worldwide DAP in June 2020. In the first quarter of 2021, we updated our Family
metrics calculations to maintain calibration of our models against recent user
survey data, and we estimate such update contributed an aggregate of
approximately 60 million DAP to our reported worldwide DAP in March 2021.
Worldwide DAP increased 12% to 2.76 billion on average during June 2021 from
2.47 billion during June 2020.
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•Monthly Active People (MAP). We define a monthly active person as a registered
and logged-in user of one or more Family products who visited at least one of
these Family products through a mobile device application or using a web or
mobile browser in the last 30 days as of the date of measurement. We do not
require people to use a common identifier or link their accounts to use multiple
products in our Family, and therefore must seek to attribute multiple user
accounts within and across products to individual people. Our calculations of
MAP rely upon complex techniques, algorithms, and machine learning models that
seek to estimate the underlying number of unique people using one or more of
these products, including by matching user accounts within an individual product
and across multiple products when we believe they are attributable to a single
person, and counting such group of accounts as one person. As these techniques
and models require significant judgment, are developed based on internal reviews
of limited samples of user accounts, and are calibrated against user survey
data, there is necessarily some margin of error in our estimates. We view MAP as
a measure of the size of our global active community of people using our
products. For additional information, see the section entitled "Limitations of
Key Metrics and Other Data" in this Quarterly Report on Form 10-Q.
                     [[Image Removed: fb-20210630_g18.jpg]]
Note: We report the numbers of DAP and MAP as specific amounts, but these
numbers are estimates of the numbers of unique people using our products and are
subject to statistical variances and errors. While we expect the error margin
for these estimates to vary from period to period, we estimate that such margin
generally will be approximately 4% of our worldwide MAP. At our scale, it is
very difficult to attribute multiple user accounts within and across products to
individual people, and it is possible that the actual numbers of unique people
using our products may vary significantly from our estimates, potentially beyond
our estimated error margins. For additional information, see the section
entitled "Limitations of Key Metrics and Other Data" in this Quarterly Report on
Form 10-Q. In the second quarter of 2020, we updated our Family metrics
calculations to reflect recent data from a periodic WhatsApp user survey and to
incorporate certain methodology improvements, and we estimate such updates
contributed an aggregate of approximately 50 million MAP to our reported
worldwide MAP in June 2020. In the first quarter of 2021, we updated our Family
metrics calculations to maintain calibration of our models against recent user
survey data, and we estimate such update contributed an aggregate of
approximately 70 million MAP to our reported worldwide MAP in March 2021.
As of June 30, 2021, we had 3.51 billion MAP, an increase of 12% from
3.14 billion as of June 30, 2020.
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•Average Revenue Per Person (ARPP). We define ARPP as our total revenue during a
given quarter, divided by the average of the number of MAP at the beginning and
end of the quarter. While ARPP includes all sources of revenue, the number of
MAP used in this calculation only includes users of our Family products as
described in the definition of MAP above. The share of revenue from users who
are not also MAP was not material.
                     [[Image Removed: fb-20210630_g19.jpg]]
             ARPP:  $6.20    $6.33    $7.38    $6.03    $6.10    $6.76

$8.62 $7.75 $8.36


                     [[Image Removed: fb-20210630_g16.jpg]]

During the second quarter of 2021, worldwide ARPP was $8.36, an increase of 37% from the second quarter of 2020.


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Components of Results of Operations
Revenue
Advertising. We generate substantially all of our revenue from advertising. Our
advertising revenue is generated by displaying ad products on Facebook,
Instagram, Messenger, and third-party affiliated websites or mobile
applications. Marketers pay for ad products either directly or through their
relationships with advertising agencies or resellers, based on the number of
impressions delivered or the number of actions, such as clicks, taken by users.
We recognize revenue from the display of impression-based ads in the contracted
period in which the impressions are delivered. Impressions are considered
delivered when an ad is displayed to a user. We recognize revenue from the
delivery of action-based ads in the period in which a user takes the action the
marketer contracted for. The number of ads we show is subject to methodological
changes as we continue to evolve our ads business and the structure of our ads
products. We calculate price per ad as total ad revenue divided by the number of
ads delivered, representing the effective price paid per impression by a
marketer regardless of their desired objective such as impression or action. For
advertising revenue arrangements where we are not the principal, we recognize
revenue on a net basis.
Other revenue. Other revenue consists of revenue from the delivery of consumer
hardware products, net fees we receive from developers using our Payments
infrastructure, and revenue from various other sources.
Cost of Revenue and Operating Expenses
Cost of revenue. Our cost of revenue consists primarily of expenses associated
with the delivery and distribution of our products. These include expenses
related to the operation of our data centers and technical infrastructure, such
as facility and server equipment depreciation, salaries, benefits, and
share-based compensation for employees on our operations teams, and energy and
bandwidth costs. Cost of revenue also includes costs associated with partner
arrangements, including traffic acquisition costs and credit card and other fees
related to processing customer transactions, as well as cost of consumer
hardware products sold and content costs.
Research and development. Research and development expenses consist primarily of
salaries and benefits, share-based compensation, and facilities-related costs
for employees on our engineering and technical teams who are responsible for
building new products as well as improving existing products.
Marketing and sales. Marketing and sales expenses consist of salaries and
benefits, and share-based compensation for our employees engaged in sales, sales
support, marketing, business development, and customer service functions. Our
marketing and sales expenses also include marketing and promotional expenditures
and professional services such as content reviewers to support our community and
product operations.
General and administrative. General and administrative expenses consist of
legal-related costs; salaries and benefits, and share-based compensation for
certain of our executives as well as our legal, finance, human resources,
corporate communications and policy, and other administrative employees; other
taxes, such as digital services taxes, other tax levies, and gross receipts
taxes; and professional services.
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Results of Operations
The following table sets forth our condensed consolidated statements of income
data (in millions):
                                                      Three Months Ended June 30,                 Six Months Ended June 30,
                                                        2021                  2020                 2021                 2020
Revenue                                           $       29,077          $  18,687          $      55,248          $  36,423
Costs and expenses:
Cost of revenue                                            5,399              3,829                 10,530              7,288
Research and development                                   6,096              4,462                 11,293              8,477
Marketing and sales                                        3,259              2,840                  6,102              5,627
General and administrative                                 1,956              1,593                  3,578              3,175
Total costs and expenses                                  16,710             12,724                 31,503             24,567
Income from operations                                    12,367              5,963                 23,745             11,856
Interest and other income, net                               146                168                    271                136
Income before provision for income taxes                  12,513              6,131                 24,016             11,992
Provision for income taxes                                 2,119                953                  4,124              1,911
Net income                                        $       10,394          $   5,178          $      19,892          $  10,081

The following table sets forth our condensed consolidated statements of income data (as a percentage of revenue)(1):


                                                       Three Months Ended June 30,                  Six Months Ended June 30,
                                                       2021                  2020                  2021                  2020
Revenue                                                    100  %                100  %                100  %                100  %
Costs and expenses:
Cost of revenue                                             19                    20                    19                    20
Research and development                                    21                    24                    20                    23
Marketing and sales                                         11                    15                    11                    15
General and administrative                                   7                     9                     6                     9
Total costs and expenses                                    57                    68                    57                    67
Income from operations                                      43                    32                    43                    33
Interest and other income, net                               1                     1                     -                     -
Income before provision for income taxes                    43                    33                    43                    33
Provision for income taxes                                   7                     5                     7                     5
Net income                                                  36  %                 28  %                 36  %                 28  %

____________________________________


(1)  Percentages have been rounded for presentation purposes and may differ from
unrounded results.
Share-based compensation expense included in costs and expenses (in millions):
                                                Three Months Ended June 30,                 Six Months Ended June 30,
                                                  2021                  2020                 2021                 2020
Cost of revenue                             $          163          $     117          $         281          $     211
Research and development                             1,967              1,261                  3,376              2,260
Marketing and sales                                    239                187                    413                336
General and administrative                             179                130                    309                223

Total share-based compensation expense $ 2,548 $ 1,695 $ 4,379 $ 3,030


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Share-based compensation expense included in costs and expenses (as a percentage
of revenue)(1):
                                                Three Months Ended June 30,                 Six Months Ended June 30,
                                                 2021                  2020                 2021                  2020
Cost of revenue                                        1  %                 1  %                  1  %                 1  %
Research and development                               7                    7                     6                    6
Marketing and sales                                    1                    1                     1                    1
General and administrative                             1                    1                     1                    1
Total share-based compensation expense                 9  %                 9  %                  8  %                 8  %


____________________________________


(1)  Percentages have been rounded for presentation purposes and may differ from
unrounded results.
Three and Six Months Ended June 30, 2021 and 2020
Revenue
                                        Three Months Ended June 30,                                    Six Months Ended June 30,
                                          2021                 2020              % change                2021                2020              % change
                                                                            (in millions, except for percentages)
Advertising                         $       28,580          $ 18,321                   56  %       $      54,018          $ 35,760                   51  %
Other revenue                                  497               366                   36  %               1,230               663                   86  %
Total revenue                       $       29,077          $ 18,687                   56  %       $      55,248          $ 36,423                   52  %


Revenue in the three and six months ended June 30, 2021 increased
$10.39 billion, or 56%, and $18.83 billion, or 52%, respectively, compared to
the same periods in 2020. The increases were mostly driven by an increase in
advertising revenue as a result of increases in both the average price per ad
and the number of ads delivered.
During the three and six months ended June 30, 2021, the average price per ad
increased by 47% and 39%, respectively, as compared with decreases of
approximately 21% and 19%, respectively, in the same periods in 2020. The
increase in average price per ad during the three and six months ended June 30,
2021 was mainly caused by a recovery from declines in advertising demand due to
the onset of the COVID-19 pandemic in the first two quarters of 2020.
Additionally, overall advertising demand increased, as compared to the same
periods in 2020, across our ad products and in all regions in part due to the
continued shift of commerce from offline to online. During the three and six
months ended June 30, 2021, the number of ads delivered increased by 6% and 9%,
respectively, as compared with an increase of approximately 40% in each of the
same periods in 2020. The increase in the ads delivered was driven by an
increase in the number and frequency of ads displayed across our products, and
an increase in users. In the near-term, we anticipate that future advertising
revenue growth will be determined primarily by price.
Other revenue in the three and six months ended June 30, 2021 increased
$131 million, or 36%, and $567 million, or 86%, respectively, compared to the
same periods in 2020. These increases in other revenue were primarily due to
increased sales in our consumer hardware products.
Foreign Exchange Impact on Revenue
The general weakening of the U.S. dollar relative to certain foreign currencies
in the three and six months ended June 30, 2021 compared to the same periods in
2020 had a favorable impact on revenue. If we had translated revenue for the
three months ended June 30, 2021 using the prior year's monthly exchange rates
for our settlement or billing currencies other than the U.S. dollar, our total
revenue and advertising revenue would have been $28.09 billion and
$27.60 billion, respectively. Using these constant rates, total revenue and
advertising revenue would have been $982 million and $975 million lower than
actual total revenue and advertising revenue, respectively, for the three months
ended June 30, 2021. If we had translated revenue for the six months ended
June 30, 2021 using the prior year's monthly exchange rates for our settlement
or billing currencies other than the U.S. dollar, our total revenue and
advertising revenue would have been $53.56 billion and $52.35 billion,
respectively. Using these constant rates, total revenue and advertising revenue
would have been $1.69 billion and $1.67 billion lower than actual total revenue
and advertising revenue, respectively, for the six months ended June 30, 2021.
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Cost of revenue
                                     Three Months Ended June 30,                                     Six Months Ended June 30,
                                       2021                 2020              % change                2021                 2020              % change
                                                                          (in millions, except for percentages)
Cost of revenue                  $       5,399           $  3,829                   41  %       $      10,530           $  7,288                   44  %
Percentage of revenue                       19   %             20  %                                       19   %             20  %


Cost of revenue in the three and six months ended June 30, 2021 increased
$1.57 billion, or 41%, and $3.24 billion, or 44%, respectively, compared to the
same periods in 2020. The increases were primarily due to an increase in
operational expenses related to our data centers and technical infrastructure,
an increase in cost of consumer hardware products sold and higher cost
associated with partner arrangements, including traffic acquisition and payment
processing costs.
Research and development
                                      Three Months Ended June 30,                                     Six Months Ended June 30,
                                        2021                 2020              % change                2021                 2020              % change
                                                                           (in millions, except for percentages)
Research and development          $       6,096           $  4,462                   37  %       $      11,293           $  8,477                   33  %
Percentage of revenue                        21   %             24  %                                       20   %             23  %


Research and development expenses in the three and six months ended June 30,
2021 increased $1.63 billion, or 37%, and $2.82 billion, or 33%, respectively,
compared to the same periods in 2020. The increases were mostly due to higher
payroll and benefits expenses as a result of a 30% growth in employee headcount
from June 30, 2020 to June 30, 2021 in engineering and other technical functions
supporting our continued investment in our family of products and consumer
hardware products.
Marketing and sales
                                     Three Months Ended June 30,                                    Six Months Ended June 30,
                                       2021                 2020              % change                2021                2020              % change
                                                                         (in millions, except for percentages)
Marketing and sales              $       3,259           $  2,840                   15  %       $      6,102           $  5,627                    8  %
Percentage of revenue                       11   %             15  %                                      11   %             15  %


Marketing and sales expenses in the three and six months ended June 30, 2021
increased $419 million, or 15%, and $475 million, or 8%, respectively, compared
to the same periods in 2020. The increases were primarily due to increases in
payroll and benefits expenses and marketing expenses. Our payroll and benefits
expenses increased as a result of a 6% increase in employee headcount from June
30, 2020 to June 30, 2021 in our marketing and sales functions.
General and administrative
                                         Three Months Ended June 30,                                    Six Months Ended June 30,
                                           2021                 2020              % change                2021                2020              % change
                                                                           

(in millions, except for percentages)



General and administrative           $       1,956           $  1,593                   23  %       $      3,578           $  3,175                   13  %
Percentage of revenue                            7   %              9  %                                       6   %              9  %


General and administrative expenses in the three and six months ended June 30,
2021 increased $363 million, or 23%, and $403 million, or 13%, respectively,
compared to the same periods in 2020. The increase in the three months ended
June 30, 2021 was mostly due to increases in payroll and benefits expenses and
legal-related costs. The increase in the six months ended June 30, 2021 was
mostly due to increases in payroll and benefits expenses and other taxes,
partially offset by lower bad debt expense due to a decrease in our estimated
credit losses compared to the same period in 2020. Our payroll and benefits
expenses increased mainly due to an 18% increase in employee headcount from June
30, 2020 to June 30, 2021 in our general and administrative functions.
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Interest and other income, net
                                     Three Months Ended June 30,                                    Six Months Ended June 30,
                                       2021                 2020              % change                2021                2020              % change
                                                                         (in millions, except for percentages)
Interest income, net             $          121          $    162                  (25) %       $         239          $    390                  (39) %
Foreign currency exchange gains
(losses), net                                 -                28                 (100) %                 (93)             (223)                 (58) %
Other income (expense), net                  25               (22)                     NM                 125               (31)                     NM

Interest and other income, net $ 146 $ 168

        (13) %       $         271          $    136                   99  %


Interest and other income, net in the three months ended June 30, 2021 decreased
$22 million compared to the same period in 2020. The decrease was mainly due to
a decrease in interest income related to lower interest rates.
Interest and other income, net in the six months ended June 30, 2021 increased
$135 million compared to the same period in 2020. The increase was due to an
increase in other income due to net unrealized gains related to our equity
investments and lower foreign currency exchange losses as a result of foreign
currency transactions and re­measurement, partially offset by a decrease in
interest income related to lower interest rates compared to the same period in
2020.
Provision for income taxes
                                    Three Months Ended June 30,                                     Six Months Ended June 30,
                                       2021                 2020              % change                2021                2020              % change
                                                                         (in millions, except for percentages)
Provision for income taxes      $        2,119           $    953                  122  %       $      4,124           $  1,911                  116  %
Effective tax rate                          17   %             16  %                                      17   %             16  %


Our provision for income taxes in the three and six months ended June 30, 2021
increased $1.17 billion, or 122%, and $2.21 billion, or 116%, respectively,
compared to the same periods in 2020, primarily due to an increase in income
from operations. Our effective tax rate did not materially change in the three
and six months ended June 30, 2021 compared to the same periods in 2020.
Effective Tax Rate Items. Our effective tax rate in the future will depend upon
the proportion between the following items and income before provision for
income taxes: U.S. tax benefits from foreign derived intangible income, tax
effects from share-based compensation, tax effects of integrating intellectual
property from acquisitions, settlement of tax contingency items, tax effects of
changes in our business, and the effects of changes in tax law.
The accounting for share-based compensation may increase or decrease our
effective tax rate based upon the difference between our share-based
compensation expense and the deductions taken on our tax return, which depend
upon the stock price at the time of employee award vesting. If our stock price
remains constant to the July 23, 2021 price, we expect our effective tax rate
for the full year of 2021 will be in the high-teens.
Integrating intellectual property from acquisitions into our business generally
involves intercompany transactions that have the impact of increasing our
provision for income taxes. Consequently, our provision for income taxes and our
effective tax rate may initially increase in the period of an acquisition and
integration. The magnitude of this impact will depend upon the specific type,
size, and taxing jurisdictions of the intellectual property as well as the
relative contribution to income in subsequent periods.
Unrecognized Tax Benefits. As of June 30, 2021, we had net unrecognized tax
benefits of $3.82 billion which were accrued as other liabilities. These
unrecognized tax benefits were predominantly accrued for uncertainties related
to transfer pricing with our foreign subsidiaries, which includes licensing of
intellectual property, providing services and other transactions, as well as for
uncertainties with our research tax credits. The ultimate settlement of the
liabilities will depend upon resolution of tax audits, litigation, or events
that would otherwise change the assessment of such items. Based upon the status
of litigation described below and the current status of tax audits in various
jurisdictions, we do not anticipate a material change to such amounts within the
next 12 months.
In July 2016, we received a Statutory Notice of Deficiency (Notice) from the IRS
related to transfer pricing with our foreign subsidiaries in conjunction with
the examination of the 2010 tax year. While the Notice applies only to the 2010
tax year, the IRS stated that it will also apply its position for tax years
subsequent to 2010 and has done so in years covered by
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the second Notice described below. We do not agree with the position of the IRS
and have filed a petition in the Tax Court challenging the Notice. On January
15, 2020, the IRS's amendment to answer was filed stating that it planned to
assert at trial an adjustment that is higher than the adjustment stated in the
Notice. The first session of the trial was completed in March 2020 and a second
session is expected to continue beginning in October 2021. Based on the
information provided, we believe that, if the IRS prevails in its updated
position, this could result in an additional federal tax liability of an
estimated, aggregate amount of up to approximately $9.0 billion in excess of the
amounts in our originally filed U.S. return, plus interest and any penalties
asserted.
In March 2018, we received a second Notice from the IRS in conjunction with the
examination of our 2011 through 2013 tax years. The IRS applied its position
from the 2010 tax year to each of these years and also proposed new adjustments
related to other transfer pricing with our foreign subsidiaries and certain tax
credits that we claimed. If the IRS prevails in its position for these new
adjustments, this could result in an additional federal tax liability of up to
approximately $680 million in excess of the amounts in our originally filed U.S.
returns, plus interest and any penalties asserted. We do not agree with the
positions of the IRS in the second Notice and have filed a petition in the Tax
Court challenging the second Notice.
We have previously accrued an estimated unrecognized tax benefit consistent with
the guidance in ASC 740, Income Taxes, that is lower than the potential
additional federal tax liability from the positions taken by the IRS in the two
Notices and its Pretrial Memorandum. In addition, if the IRS prevails in its
positions related to transfer pricing with our foreign subsidiaries, the
additional tax that we would owe would be partially offset by a reduction in the
tax that we owe under the mandatory transition tax on accumulated foreign
earnings from the 2017 Tax Cuts and Jobs Act (Tax Act). As of June 30, 2021, we
have not resolved these matters and proceedings continue in the Tax Court.
We believe that adequate amounts have been reserved in accordance with ASC 740,
Income Taxes, for any adjustments to the provision for income taxes or other tax
items that may ultimately result from these examinations. The timing of the
resolution, settlement, and closure of any audits is highly uncertain, and it is
reasonably possible that the balance of gross unrecognized tax benefits could
significantly change in the next 12 months. Given the number of years remaining
that are subject to examination in various jurisdictions, we are unable to
estimate the full range of possible adjustments to the balance of gross
unrecognized tax benefits. If the taxing authorities prevail in the assessment
of additional tax due, the assessed tax, interest, and penalties, if any, could
have a material adverse effect on our financial position, results of operations,
and cash flows.
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Liquidity and Capital Resources
Our principal sources of liquidity are our cash and cash equivalents, marketable
securities, and cash generated from operations. Cash and cash equivalents and
marketable securities consist mostly of cash on deposit with banks, investments
in money market funds, investments in U.S. government securities, U.S.
government agency securities, and corporate debt securities. Cash and cash
equivalents and marketable securities were $64.08 billion as of June 30, 2021,
an increase of $2.13 billion from December 31, 2020. The increase was mostly due
to $25.49 billion of cash generated from operations, offset by $11.02 billion
for repurchases of our Class A common stock, $9.16 billion for capital
expenditures, including principal payments on finance leases, and $2.43 billion
of taxes paid related to net share settlement of employee restricted stock unit
(RSU) awards.
Cash paid for income taxes was $6.29 billion in the six months ended June 30,
2021. As of June 30, 2021, our federal net operating loss carryforward was
$10.60 billion and our federal tax credit carryforward was $527 million. We
anticipate the utilization of a significant portion of these net operating
losses and credits within the next three years.
Our board of directors has authorized a share repurchase program of our Class A
common stock, which commenced in January 2017 and does not have an expiration
date. As of December 31, 2020, $8.60 billion remained available and authorized
for repurchases under this program. In January 2021, an additional $25.0 billion
of repurchases was authorized under this program. During the six months ended
June 30, 2021, we repurchased and subsequently retired 37 million shares of our
Class A common stock for an aggregate amount of $11.26 billion. As of June 30,
2021, $22.34 billion remained available and authorized for repurchases.
As of June 30, 2021, $8.52 billion of the $64.08 billion in cash and cash
equivalents and marketable securities was held by our foreign subsidiaries. The
Tax Act imposed a mandatory transition tax on accumulated foreign earnings and
eliminated U.S. taxes on foreign subsidiary distributions. As a result, earnings
in foreign jurisdictions are available for distribution to the U.S. without
incremental U.S. taxes.
We currently anticipate that our available funds and cash flow from operations
will be sufficient to meet our operational cash needs and fund our share
repurchase program for the foreseeable future.
Cash Provided by Operating Activities
Cash flow from operating activities during the six months ended June 30, 2021
mostly consisted of net income adjusted for certain non-cash items, such as
$4.38 billion of share-based compensation expense, $3.96 billion of depreciation
and amortization, partially offset by an increase of $2.31 billion of prepaid
expenses and other current assets. The increase in cash flow from operating
activities during the six months ended June 30, 2021, compared to the same
period in 2020, was mostly due to higher net income.
Cash Used in Investing Activities
Cash used in investing activities during the six months ended June 30, 2021
consisted mostly of $8.88 billion of purchases of property and equipment as we
continued to invest in data centers, servers, office facilities, and network
infrastructure, and $3.86 billion of net purchases of marketable securities. The
increase in cash used in investing activities during the six months ended
June 30, 2021, compared to the same period in 2020, was mostly due to increases
in net purchases of marketable securities and purchases of property and
equipment.
We anticipate making capital expenditures of approximately $19 billion to
$21 billion in 2021.
Cash Used in Financing Activities
Cash used in financing activities during the six months ended June 30, 2021
mostly consisted of $11.02 billion for repurchases of our Class A common stock
and $2.43 billion of taxes paid related to net share settlement of RSUs. The
increase in cash used in financing activities during the six months ended
June 30, 2021, compared to the same period in 2020, was primarily due to an
increase in repurchases of our Class A common stock.
Off-Balance Sheet Arrangements
As of June 30, 2021, we did not have any off-balance sheet arrangements that are
reasonably likely to have a material current or future effect on our financial
condition, results of operations, liquidity, capital expenditures, or capital
resources.
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Contractual Obligations
Our principal commitments consist mostly of obligations under operating leases
and other contractual commitments. Our obligations under operating leases
include among others, certain of our offices, data centers, land, colocations,
and equipment. Our other contractual commitments are primarily related to our
investments in network infrastructure, consumer hardware and content costs. The
following table summarizes our commitments to settle contractual obligations in
cash as of June 30, 2021:
                                                                               Payment Due by Period
                                                     The remainder
                                      Total             of 2021             2022-2023           2024-2025           Thereafter
                                                                           (in millions)
Operating lease obligations,
including imputed interest(1)      $ 20,827          $       626          $    3,121          $    3,159          $    13,921
Finance lease obligations,
including imputed interest(1)         1,538                  275                 479                 144                  640
Transition tax payable                1,543                    -                 300               1,243                    -
Other contractual commitments        12,850                5,798               3,168               1,259                2,625

Total contractual obligations $ 36,758 $ 6,699 $

7,068 $ 5,805 $ 17,186

____________________________________


(1)  Includes variable lease payments that were fixed subsequent to lease
commencement or modification.
Additionally, as part of the normal course of the business, we may also enter
into multi-year agreements to purchase renewable energy that do not specify a
fixed or minimum volume commitment or to purchase certain network components
that do not specify a fixed or minimum price commitment. These agreements are
generally entered into in order to secure either volume or price. Using
projected market prices or expected volume consumption, the total estimated
spend is approximately $8.06 billion. The ultimate spend under these agreements
may vary and will be based on prevailing market prices or actual volume
purchased.
Our other liabilities also include $3.82 billion related to net uncertain tax
positions as of June 30, 2021. Due to uncertainties in the timing of the
completion of tax audits, the timing of the resolution of these positions is
uncertain and we are unable to make a reasonably reliable estimate of the timing
of payments in individual years beyond 12 months. As a result, this amount is
not included in the above contractual obligations table.
Contingencies
We are involved in legal proceedings, claims, and regulatory, tax or government
inquiries and investigations. We record a liability when we believe that it is
both probable that a liability has been incurred, and that the amount can be
reasonably estimated. If we determine there is a reasonable possibility that we
may incur a loss and the loss or range of loss can be estimated, we disclose the
possible loss in the accompanying notes to the condensed consolidated financial
statements to the extent material. Significant judgment is required to determine
both probability and the estimated amount of loss. Such matters are inherently
unpredictable and subject to significant uncertainties, some of which are beyond
our control. Should any of these estimates and assumptions change or prove to be
incorrect, it could have a material impact on our results of operations,
financial position, and cash flows.
See Note 10 - Commitments and Contingencies and Note 12 - Income Taxes in the
notes to the condensed consolidated financial statements included in Part I,
Item 1, and "Legal Proceedings" contained in Part II, Item 1 of this Quarterly
Report on Form 10-Q for additional information regarding contingencies.

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Critical Accounting Policies and Estimates
Our condensed consolidated financial statements are prepared in accordance with
U.S. GAAP. The preparation of these condensed 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 based on historical
experience and on various other assumptions that we believe are reasonable under
the circumstances. Our actual results could differ from these estimates under
different assumptions or conditions.
An accounting policy is deemed to be critical if the nature of the estimates or
assumptions is material due to the levels of subjectivity and judgment necessary
to account for highly uncertain matters or the susceptibility of such matters to
change, and the impact of the estimates and assumptions on our condensed
consolidated financial statements is material. We believe that the assumptions
and estimates associated with gross vs. net in revenue recognition, valuation of
equity investments, income taxes, loss contingencies, and valuation of
long-lived assets including goodwill and intangible assets and their associated
estimated useful lives have the greatest potential impact on our condensed
consolidated financial statements. Therefore, we consider these to be our
critical accounting policies and estimates.
There have been no material changes to our critical accounting policies and
estimates as compared to the critical accounting policies and estimates
described in our Annual Report on Form 10-K for the fiscal year ended
December 31, 2020.

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