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FAIR VALUE MEASUREMENTS
12 Months Ended
Dec. 31, 2016
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS
 
Financial assets and liabilities carried at fair value as of December 31, 2016 are classified in the categories described in the tables below (in thousands):

 
 
Level 1
 
Level 2
 
Total
ASSETS:
 
 
 
 
 
 
Cash equivalents:
 
 
 
 
 
 
Money market funds
 
$
977,468

 
$

 
$
977,468

International government securities
 

 
30,266

 
30,266

U.S. government securities
 

 
176,140

 
176,140

Corporate debt securities
 

 
9,273

 
9,273

Commercial paper
 

 
1,998

 
1,998

Time deposits
 
49,160

 

 
49,160

Short-term investments:
 
 
 
 
 
 
International government securities
 

 
249,684

 
249,684

U.S. government securities
 

 
456,888

 
456,888

Corporate debt securities
 

 
1,510,310

 
1,510,310

Commercial paper
 

 
1,998

 
1,998

Long-term investments:
 
 
 
 
 
 
International government securities
 

 
659,344

 
659,344

U.S. government securities
 

 
766,592

 
766,592

Corporate debt securities
 

 
6,001,789

 
6,001,789

U.S. government agency securities
 

 
4,952

 
4,952

Ctrip convertible debt securities
 

 
1,293,088

 
1,293,088

Ctrip equity securities
 
865,302

 

 
865,302

Derivatives:
 
 
 
 
 
 
Currency exchange derivatives
 

 
756

 
756

Total assets at fair value
 
$
1,891,930

 
$
11,163,078

 
$
13,055,008


 
 
Level 1
 
Level 2
 
Total
LIABILITIES:
 
 
 
 
 
 
Currency exchange derivatives
 
$

 
$
1,015

 
$
1,015



Financial assets and liabilities carried at fair value as of December 31, 2015 are classified in the categories described in the tables below (in thousands):

 
 
Level 1
 
Level 2
 
Total
ASSETS:
 
 

 
 

 
 

Cash equivalents:
 
 
 
 
 
 
Money market funds
 
$
99,117

 
$

 
$
99,117

International government securities
 

 
10,659

 
10,659

U.S. government securities
 

 
90,441

 
90,441

Corporate debt securities
 

 
1,855

 
1,855

Commercial paper
 

 
335,663

 
335,663

Short-term investments:
 
 
 
 
 
 
International government securities
 

 
395,797

 
395,797

  U.S. government securities
 

 
456,494

 
456,494

Corporate debt securities
 

 
305,260

 
305,260

Commercial paper
 

 
11,688

 
11,688

U.S. government agency securities
 

 
2,007

 
2,007

Long-term investments:
 
 
 
 
 
 
International government securities
 

 
719,631

 
719,631

U.S. government securities
 

 
578,450

 
578,450

Corporate debt securities
 

 
4,276,614

 
4,276,614

U.S. municipal securities
 

 
1,083

 
1,083

Ctrip convertible debt securities
 

 
1,378,550

 
1,378,550

Ctrip equity securities
 
977,035

 

 
977,035

Derivatives:
 
 
 
 
 
 
Currency exchange derivatives
 

 
363

 
363

Total assets at fair value
 
$
1,076,152

 
$
8,564,555

 
$
9,640,707

 
 
 
Level 1
 
Level 2
 
Total
LIABILITIES:
 
 

 
 

 
 

Currency exchange derivatives
 
$

 
$
644

 
$
644


 
There are three levels of inputs to measure fair value.  The definition of each input is described below:

Level 1:
Quoted prices in active markets that are accessible by the Company at the measurement date for identical assets and liabilities.

Level 2:
Inputs that are observable, either directly or indirectly. Such prices may be based upon quoted prices for identical or comparable securities in active markets or inputs not quoted on active markets, but corroborated by market data.

Level 3:
Unobservable inputs are used when little or no market data is available.
 
Investments in corporate debt securities, U.S. and international government securities, commercial paper, government agency securities, convertible debt securities and municipal securities are considered "Level 2" valuations because the Company has access to quoted prices, but does not have visibility to the volume and frequency of trading for all of these investments.  For the Company's investments, a market approach is used for recurring fair value measurements and the valuation techniques use inputs that are observable, or can be corroborated by observable data, in an active marketplace. 

The Company's derivative instruments are valued using pricing models.  Pricing models take into account the contract terms as well as multiple inputs where applicable, such as interest rate yield curves, option volatility and currency rates. Derivatives are considered "Level 2" fair value measurements. The Company's derivative instruments are typically short-term in nature.

As of December 31, 2016 and 2015, the Company's cash consisted of bank deposits.  Other financial assets and liabilities, including restricted cash, accounts receivable, accounts payable, accrued expenses and deferred merchant bookings are carried at cost which approximates their fair value because of the short-term nature of these items.  As of December 31, 2016 and 2015, the Company held investments in equity securities of private companies of approximately $7.6 million and $62.3 million, respectively, and these investments are accounted for under the cost method of accounting (see Note 4). See Note 4 for information on the carrying value of available-for-sale investments, Note 10 for the estimated fair value of the Company's outstanding Senior Notes and Note 18 for the Company's contingent liabilities associated with business acquisitions.

In the normal course of business, the Company is exposed to the impact of foreign currency fluctuations.  The Company limits these risks by following established risk management policies and procedures, including the use of derivatives.  See Note 2 for the Company's accounting policy on derivative financial instruments.
 
Derivatives Not Designated as Hedging Instruments — The Company is exposed to adverse movements in currency exchange rates as the operating results of its international operations are translated from local currency into U.S. Dollars upon consolidation.  The Company enters into average-rate derivative contracts to hedge translation risk from short-term foreign exchange rate fluctuations for the Euro, British Pound Sterling and certain other currencies versus the U.S. Dollar. As of December 31, 2016 and 2015, there were no outstanding derivative contracts related to foreign currency translation risk. Foreign exchange gains of $3.4 million for the year ended December 31, 2016, foreign exchange losses of $6.6 million for the year ended December 31, 2015 and foreign exchange gains of $13.7 million for the year ended December 31, 2014, were recorded related to these derivatives in "Foreign currency transactions and other" in the Consolidated Statements of Operations.

The Company also enters into foreign currency forward contracts to hedge its exposure to the impact of movements in currency exchange rates on its transactional balances denominated in currencies other than the functional currency. Currency exchange derivatives outstanding as of December 31, 2016 associated with foreign currency transaction risks resulted in a net liability of $0.3 million, with a liability in the amount of $1.0 million recorded in "Accrued expenses and other current liabilities" and an asset in the amount of $0.7 million recorded in "Prepaid expenses and other current assets" in the Consolidated Balance Sheet.  Currency exchange derivatives outstanding as of December 31, 2015 associated with foreign exchange transaction risks resulted in a net liability of $0.3 million, with a liability in the amount of $0.7 million recorded in "Accrued expenses and other current liabilities" and an asset in the amount of $0.4 million recorded in "Prepaid expense and other current assets" in the Consolidated Balance Sheet. Derivatives associated with these transaction risks resulted in foreign exchange losses of $15.8 million, $15.3 million and $21.8 million for the years ended December 31, 2016, 2015 and 2014, respectively. These mark-to-market adjustments on the derivative contracts, offset by the effect of changes in currency exchange rates on transactions denominated in currencies other than the functional currency, resulted in net losses of $13.9 million, $13.8 million and $11.8 million for the years ended December 31, 2016, 2015 and 2014, respectively. These net impacts are reported in “Foreign currency transactions and other” in the Consolidated Statements of Operations.
 
The settlement of derivative contracts not designated as hedging instruments resulted in a net cash inflow of $4.5 million for the year ended December 31, 2016 and net cash outflows of $33.9 million and $8.9 million for the years ended December 31, 2015 and 2014, respectively, and were reported within "Net cash provided by operating activities" in the Consolidated Statements of Cash Flows.
 
Derivatives Designated as Hedging Instruments — The Company had no foreign currency forward contracts designated as hedges of its net investment in a foreign subsidiary outstanding as of December 31, 2016 and 2015. A net cash inflow of $5.2 million for the year ended December 31, 2015 and a net cash outflow of $80.3 million for the year ended December 31, 2014 were reported within "Net cash used in investing activities" in the Consolidated Statements of Cash Flows.

Embedded Derivative — In September 2016, the Company invested $25 million in a Ctrip convertible note (see Note 4). The Company determined that the conversion option for this note met the definition of an embedded derivative. At December 31, 2016, the embedded derivative had an estimated fair value of $1.8 million and is reported in the balance sheet with its host contract in "Long-term investments." The embedded derivative is bifurcated for measurement purposes only and the mark-to-market for the year ended December 31, 2016 was $1.1 million loss and included in "Foreign currency transactions and other" in the Company's Consolidated Statement of Operations.