0001801169-23-000138 | 10-Q | XBRL Viewer | Opendoor Technologies INC

$ 1,224

$ 654

Variable Interest Entity, Primary Beneficiary

1,311

4,460

TOTAL ASSETS

^[1]

3,947

6,608

Liabilities

Total liabilities

^[2]

2,927

5,522

ASSETS

1,203

636

Non-recourse asset-backed debt

1,272

4,408

Other

TOTAL ASSETS

2,499

5,082

Liabilities

2,330

4,396

Other

Total liabilities

$ 2,356

$ 4,468

[1]

The Company’s consolidated assets at September 30, 2023 and December 31, 2022 include the following assets of certain variable interest entities (“VIEs”) that can only be used to settle the liabilities of those VIEs: Restricted cash, $1,203 and $636; Real estate inventory, net, $1,272 and $4,408; Escrow receivable, $11 and $29; Other current assets, $13 and $9; and Total assets of $2,499 and $5,082, respectively.

[2]

The Company’s consolidated liabilities at September 30, 2023 and December 31, 2022 include the following liabilities for which the VIE creditors do not have recourse to Opendoor: Accounts payable and other accrued liabilities, $25 and $61; Interest payable, $1 and $11; Current portion of non-recourse asset-backed debt, $— and $1,376; Non-recourse asset-backed debt, net of current portion, $2,330 and $3,020; and Total liabilities, $2,356 and $4,468, respectively.

RESTRUCTURING (Tables)

9 Months Ended

Sep. 30, 2023

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs

The following table presents the activity of the restructuring liability as of September 30, 2023 (in millions):


	September 30, 2023
Balance-December 31, 2022	$	4
Additions charged to expense	10
Cash payments	(14)
Balance-September 30, 2023	$	—

CREDIT FACILITIES AND LONG-TERM DEBT

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

CREDIT FACILITIES AND LONG-TERM DEBT

The following tables summarize certain details related to the Company's credit facilities and long-term debt as of September 30, 2023 and December 31, 2022 (in millions, except interest rates):


			Outstanding Amount
September 30, 2023	Borrowing Capacity		Current		Non-Current		Weighted Average Interest Rate		End of Revolving / Withdrawal Period	Final Maturity Date
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities
Revolving Facility 2018-2	$	1,000	$	—	$	—	7.49	%	June 30, 2025	June 30, 2025
Revolving Facility 2018-3	1,000		—		—		6.82	%	September 29, 2026	September 29, 2026
Revolving Facility 2019-1	300		—		—		7.34	%	August 15, 2025	August 15, 2025
Revolving Facility 2019-2	650		—		—		6.83	%	October 6, 2023	October 6, 2023
Revolving Facility 2019-3	925		—		—		—	%	April 5, 2024	April 4, 2025


Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	100		—		100		3.48	%	January 2, 2025	April 1, 2025
Term Debt Facility 2021-S2	400		—		300		3.20	%	September 10, 2025	March 10, 2026
Term Debt Facility 2021-S3	1,000		—		750		3.75	%	January 31, 2027	July 31, 2027
Term Debt Facility 2022-S1	250		—		250		4.07	%	March 1, 2025	September 1, 2025

Total	$	5,625	$	—	$	1,400
Issuance Costs			—		(13)
Carrying Value			$	—	$	1,387

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	2,300		—		800		10.00	%	April 1, 2025	April 1, 2026
Term Debt Facility 2022-M1	500		—		150		10.00	%	September 15, 2025	September 15, 2026
Total	$	2,800	$	—	$	950
Issuance Costs					(7)
Carrying Value					$	943

Total Non-Recourse Asset-backed Debt	$	8,425	$	—	$	2,330


	Outstanding Amount
December 31, 2022	Current		Non-Current		Weighted Average Interest Rate
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities

Revolving Facility 2018-2	$	472	$	—	4.86	%
Revolving Facility 2018-3	194		—		3.98	%
Revolving Facility 2019-1	55		—		4.41	%
Revolving Facility 2019-2	167		—		3.92	%
Revolving Facility 2019-3	—		—		3.86	%

Revolving Facility 2022-1	289		—		8.15	%
Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	—		400		3.48	%
Term Debt Facility 2021-S2	—		500		3.20	%
Term Debt Facility 2021-S3	—		750		3.75	%
Term Debt Facility 2022-S1	—		250		4.07	%
Term Debt Facility 2022-S2	200		—		8.48	%
Total	$	1,377	$	1,900
Issuance Costs	(1)		(17)
Carrying Value	$	1,376	$	1,883

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	$	—	$	1,000	10.00	%
Term Debt Facility 2022-M1	$	—	$	150	10.00	%
Total	$	—	$	1,150
Issuance Costs			(13)
Carrying Value			$	1,137

Total Non-Recourse Asset-backed Debt	$	1,376	$	3,020

Non-Recourse Asset-backed Debt

The Company utilizes inventory financing facilities consisting of asset-backed senior debt facilities and asset-backed mezzanine term debt facilities to provide financing for the Company’s real estate inventory purchases and renovation. These inventory financing facilities are typically secured by some combination of restricted cash, equity in real estate owning subsidiaries and related holding companies, and, for senior facilities, the real estate inventory financed by the relevant facility and/or beneficial interests in such inventory.

Each of the borrowers under the inventory financing facilities is a consolidated subsidiary of Opendoor and a separate legal entity. Neither the assets nor credit of any such borrower subsidiaries are generally available to satisfy the debts and other obligations of any other Opendoor entities. The inventory financing facilities are non-recourse to the Company and are non-recourse to Opendoor subsidiaries not party to the relevant facilities, except for limited guarantees provided by an Opendoor subsidiary for certain obligations in situations involving “bad acts” by an Opendoor entity and certain other limited circumstances.

As of September 30, 2023, the Company had total borrowing capacity with respect to its non-recourse asset-backed debt of $8.4 billion. Borrowing capacity amounts under non-recourse asset-backed debt as reflected in the table above are in some cases not fully committed and any borrowings above the committed amounts are subject to the applicable lender’s discretion. Any amounts repaid for senior term and mezzanine term debt facilities reduce total borrowing capacity as repaid amounts are not available to be reborrowed. As of September 30, 2023, the Company had committed borrowing capacity with respect to the Company’s non-recourse asset-backed debt of $3.0 billion; this committed borrowing capacity is comprised of $650 million for senior revolving credit facilities, $1.4 billion for senior term debt facilities, and $950 million for mezzanine term debt facilities.

Asset-backed Senior Revolving Credit Facilities

The Company classifies the senior revolving credit facilities as current liabilities on the Company’s condensed consolidated balance sheets as amounts drawn to acquire and renovate homes are required to be repaid as the related real estate inventory is sold, which the Company expects to occur within 12 months.

The senior revolving credit facilities are typically structured with an initial revolving period of up to 24 months during which time amounts can be borrowed, repaid and borrowed again. The borrowing capacity is generally available until the end of the applicable revolving period as reflected in the table above. Outstanding amounts drawn under each senior revolving credit facility are required to be repaid on the facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event. The final maturity dates and revolving period end dates reflected in the table above are inclusive of any extensions that are at the sole discretion of the Company. These facilities may also have extensions subject to lender discretion that are not reflected in the table above. On October 3, 2023, the Company entered into an amendment to Revolving Facility 2019-2, providing for $550 million of borrowing capacity with a revolving period end date of October 3, 2025 and a final maturity date of October 2, 2026, which is inclusive of any extensions that are at the sole discretion of the Company.

Borrowings under the senior revolving credit facilities accrue interest at various floating rates based on a London Interbank Offered Rate ("LIBOR") or a secured overnight financing rate ("SOFR"), plus a margin that varies by facility. Effective November 2022, all such floating rates are based on SOFR. The Company may also pay fees on certain unused portions of committed borrowing capacity. The Company’s senior revolving credit facility arrangements typically include upfront fees that may be paid at execution of the applicable agreements or be earned at execution and payable over time. These facilities are generally fully prepayable at any time without penalty other than customary breakage costs.

The senior revolving credit facilities have aggregated borrowing bases, which increase or decrease based on the cost and value of the properties financed under a given facility and the time that those properties are in the Company’s possession. When the Company resells a home, the proceeds are used to reduce the outstanding balance under the related senior revolving credit facility. The borrowing base for a given facility may be reduced as properties age beyond certain thresholds or the performance of the properties financed under that facility declines, and any borrowing base deficiencies may be satisfied through contributions of additional properties or partial repayment of the facility.

Asset-backed Senior Term Debt Facilities

The Company classifies its senior term debt facilities as non-current liabilities on the Company’s condensed consolidated balance sheets because its borrowings under these facilities are generally not required to be repaid until the final maturity date.

The senior term debt facilities are typically structured with an initial withdrawal period up to 60 months during which the outstanding principal amounts are generally not required to be repaid when homes financed through those facilities are sold and instead are intended to remain outstanding until final maturity for each facility. Outstanding amounts drawn under each senior term debt facility are required to be repaid on the facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event. The final maturity dates and withdrawal period end dates reflected in the table above are inclusive of any extensions that are at the sole discretion of the Company. These facilities may also have extensions subject to lender discretion that are not reflected in the table above.

Borrowings under the senior term debt facilities accrue interest at a fixed rate with the exception of Term Debt Facility 2022-S2, which accrued interest at a floating rate based on SOFR plus a margin. The Company's senior term debt facilities may include upfront issuance costs that are capitalized as part of the facilities' respective carrying values. These facilities are fully prepayable at any time but may be subject to certain customary prepayment penalties.

The senior term debt facilities have aggregated property borrowing bases, which increase or decrease based on the cost and value of the properties financed under a given facility, the time those properties are in the Company’s possession and the amount of cash collateral pledged by the relevant borrowers. The borrowing base for a given facility may be reduced as properties age or collateral performance declines beyond certain thresholds, and any borrowing base deficiencies may be satisfied through contributions of additional properties, cash or through partial repayment of the facility.

Asset-backed Mezzanine Term Debt Facilities

The Company classifies its mezzanine term debt facilities as long-term liabilities on the Company’s condensed consolidated balance sheets because its borrowings under these facilities are generally not required to be repaid until the applicable final maturity date. These facilities are structurally and contractually subordinated to the related asset-backed senior debt facilities.

The mezzanine term debt facilities have been structured with an initial 42-month withdrawal period during which the outstanding principal amounts are generally not required to be repaid when homes financed through those facilities are sold and instead are intended to remain outstanding until final maturity. Outstanding amounts drawn under the mezzanine term debt facilities are required to be repaid on the facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event. The final maturity date and withdrawal period end date reflected in the table above are inclusive of any extensions that are at the sole discretion of the Company. These facilities may also have extensions subject to lender discretion that are not reflected in the table above.

Borrowings under a given term debt facility accrue interest at a fixed rate. The mezzanine term debt facilities include upfront issuance costs that are capitalized as part of the facilities’ respective carrying values. These facilities are fully prepayable at any time but may be subject to certain prepayment penalties.

The mezzanine term debt facilities have aggregated property borrowing bases, which increase or decrease based on the cost and the value of the properties financed under a given facility and time in the Company’s possession of those properties and the amount of cash collateral pledged by the relevant borrowers. The borrowing base for a given facility may be reduced as properties age or collateral performance declines beyond certain thresholds, and any borrowing base deficiencies may be satisfied through contributions of additional properties or cash or through partial repayment of the facility.

Covenants

The Company’s inventory financing facilities include customary representations and warranties, covenants and events of default. Financed properties are subject to customary eligibility criteria and concentration limits.

The terms of these inventory financing facilities and related financing documents require an Opendoor subsidiary to comply with customary financial covenants, such as maintaining certain levels of liquidity, tangible net worth or leverage (ratio of debt to tangible net worth). Certain of these financial covenants are calculated by reference to Opendoor Labs Inc. and its consolidates subsidiaries' assets and liabilities. As a result, under certain circumstances, this may limit our flexibility to transfer assets from Opendoor subsidiaries to the Parent Company. At September 30, 2023 and December 31, 2022, $300 million and $565 million, respectively, of the Company’s net assets were restricted as they reflect minimum net asset requirements at Opendoor Labs Inc. As of September 30, 2023, the Company was in compliance with all financial covenants and no event of default had occurred.

Mortgage Financing

In 2022, the Company ceased providing correspondent lending or mortgage brokering services. As a result, the Company no longer requires mortgage financing and terminated its master repurchase agreement (the “Repurchase Agreement”) in October 2022.

From March 2019 through its exit of mortgage lending and brokering services, the Company utilized the Repurchase Agreement to provide capital for Opendoor Home Loans. The facility, which was classified as a current liability on the Company’s condensed consolidated balance sheets, provided short-term financing between the issuance of a mortgage loan and when Opendoor Home Loans sold the loan to an investor. In accordance with the Repurchase Agreement, the lender agreed to pay Opendoor Home Loans a negotiated purchase price for eligible loans and Opendoor Home Loans simultaneously agreed to repurchase such loans from the lender within a specified timeframe and at an agreed upon price that included interest. Opendoor Labs Inc. was the guarantor with respect to the Repurchase Agreement and the obligation to repurchase loans previously transferred under the arrangement for the benefit of the lender. This financing arrangement was an important component of Opendoor Home Loans’ operations as a correspondent lender.

Convertible Senior Notes

In August 2021, the Company issued 0.25% senior notes due in 2026 (the “2026 Notes”) with an aggregate principal amount of $978 million. The tables below summarize certain details related to the 2026 Notes (in millions, except interest rates):


September 30, 2023	Remaining Aggregate Principal Amount		Unamortized Debt Issuance Costs		Net Carrying Amount
2026 Notes	$	510	$	(8)	$	502


September 30, 2023	Maturity Date	Stated Cash Interest Rate		Effective Interest Rate		Semi-Annual Interest Payment Dates	Conversion Rate	Conversion Price
2026 Notes	August 15, 2026	0.25	%	0.78	%	February 15; August 15	51.9926	$	19.23

The 2026 Notes will be convertible at the option of the holders before February 15, 2026 only upon the occurrence of certain events. Beginning on August 20, 2024, the Company has the option to redeem the 2026 Notes upon meeting certain conditions related to price of the Company's common stock. Beginning on February 15, 2026 and until the close of business on the second scheduled trading day immediately preceding the maturity date, the 2026 Notes are convertible at any time at election of each holder. The conversion rate and conversion price are subject to customary adjustments under certain circumstances. In addition, if certain corporate events that constitute a make-whole fundamental change occur, then the conversion rate will be adjusted in accordance with the make-whole table within the Indenture. Upon conversion, the Company may satisfy its obligation by paying cash for the outstanding principal balance, and, a combination of cash and the Company's common stock, at the Company's election, for the remaining amount, if any, based on the applicable conversion rate.

In March 2023, the Company entered into separate, privately negotiated transactions to repurchase a portion of the outstanding 2026 Notes (“Repurchased 2026 Notes”). The holders of the Repurchased 2026 Notes exchanged $189 million in aggregate principal amount for an aggregate payment of $101 million in cash for full settlement of the principal value and accrued interest on such date. The Company accounted for the repurchase as a debt extinguishment. Accordingly, on the repurchase date, the Company: (i) reduced the carrying value of the Repurchased 2026 Notes by $189 million, (ii) reduced outstanding deferred issuance costs by $3 million, (iii) incurred fees of $1 million and (iv) recorded $84 million of gain on debt extinguishment. The Company elected to leave the Capped Calls associated with the Repurchased 2026 Notes outstanding.

In May 2023, the Company entered into separate, privately negotiated transactions to repurchase a portion of the outstanding 2026 Notes (“Additional Repurchased 2026 Notes”). The holders of the Additional Repurchased 2026 Notes exchanged $279 million in aggregate principal amount for an aggregate payment of $169 million in cash for full settlement of the principal value and accrued interest on such date. The Company accounted for the repurchase as a debt extinguishment. Accordingly, on the repurchase date, the Company: (i) reduced the carrying value of the Additional Repurchased 2026 Notes by $279 million, (ii) reduced outstanding deferred issuance costs by $5 million, (iii) incurred fees of $1 million and (iv) recorded $104 million of gain on debt extinguishment. The Company elected to leave the Capped Calls associated with the Additional Repurchased 2026 Notes outstanding.

For the three and nine months ended September 30, 2023, total interest expense on the Company's convertible senior notes was $1 million and $4 million, respectively. For the three and nine months ended September 30, 2022, total interest expense on the Company's convertible senior notes was $2 million and $6 million, respectively.

Capped Calls

In August 2021, in connection with the issuance of the 2026 Notes, the Company purchased capped calls (the “Capped Calls”) from certain financial institutions at a cost of $119 million. The Capped Calls cover, subject to customary adjustments, the number of shares of the Company's common stock underlying the 2026 Notes. By entering into the Capped Calls, the Company expects to reduce the potential dilution to its common stock (or, in the event of a conversion of the 2026 Notes settled

in cash, to reduce its cash payment obligation) in the event that at the time of conversion of the 2026 Notes its common stock price exceeds the conversion price. The Capped Calls have an initial strike price of $19.23 per share and an initial cap price of $29.59 per share or a cap price premium of 100%.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 159		$ 159		$ 148
Accumulated depreciation and amortization	(91)		(91)		(90)
Property and equipment – net	68		68		58
Depreciation and amortization expense	8	$ 10	27	$ 28
Internally developed software
Property, Plant and Equipment [Line Items]
Property, plant and equipment	117		117		105
Security systems
Property, Plant and Equipment [Line Items]
Property, plant and equipment	19		19		18
Computers
Property, Plant and Equipment [Line Items]
Property, plant and equipment	12		12		13
Software implementation costs
Property, Plant and Equipment [Line Items]
Property, plant and equipment	4		4		4
Office equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment	3		3		3
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, plant and equipment	2		2		3
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 2		$ 2		$ 2

REAL ESTATE INVENTORY

9 Months Ended

Sep. 30, 2023

Inventory Disclosure [Abstract]

REAL ESTATE INVENTORY

The following table presents the components of inventory, net of applicable inventory valuation adjustments of $33 million and $459 million, as of September 30, 2023 and December 31, 2022, respectively (in millions):


	September 30, 2023		December 31, 2022
Work in progress	$	298	$	891
Finished goods:
Listed for sale	705		2,788
Under contract for sale	308		781
Total real estate inventory	$	1,311	$	4,460

As of September 30, 2023, the Company was in contract to purchase 1,661 homes for an aggregate purchase price of $578 million.

During the three and nine months ended September 30, 2023, the Company recorded inventory valuation adjustments for real estate inventory of $17 million and $54 million, respectively, in Cost of revenue in the condensed consolidated statements of operations. During the three and nine months ended September 30, 2022, the Company recorded inventory valuation adjustments for real estate inventory of $573 million and $663 million, respectively, in Cost of revenue in the condensed consolidated statements of operations.

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES - Impairment of Long-Lived Assets (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets held-for-use	$ 2	$ 1	$ 5	$ 1
General and administrative
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets held-for-use	1	0	$ 1	$ 0
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]			General and administrative	General and administrative
Technology and development
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets held-for-use	$ 1	$ 1	$ 4	$ 1
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]			Technology and development	Technology and development

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions	Total	Common Stock	Common Stock Restricted Shares	Common Stock RSUs	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2021		616,026,565
Beginning balance at Dec. 31, 2021	$ 2,248	$ 0			$ 3,955	$ (1,705)	$ (2)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of restricted stock and restricted stock units (in shares)		142,445		12,957,946
Exercise of stock options (in shares)		2,892,389
Exercise of stock options	4				4
Employee stock purchase plan (in shares)		493,790
Employee stock purchase plan	2				2
Stock-based compensation	191				191
Other comprehensive income (loss)	(3)						(3)
Net loss	(954)					(954)
Ending balance (in shares) at Sep. 30, 2022		632,513,135
Ending balance at Sep. 30, 2022	1,488	$ 0			4,152	(2,659)	(5)
Beginning balance (in shares) at Jun. 30, 2022		627,033,133
Beginning balance at Jun. 30, 2022	2,356	$ 0			4,092	(1,731)	(5)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of restricted stock and restricted stock units (in shares)			316	4,414,922
Exercise of stock options (in shares)		570,974
Exercise of stock options	1				1
Employee stock purchase plan (in shares)		493,790
Employee stock purchase plan	2				2
Stock-based compensation	57				57
Other comprehensive income (loss)	0
Net loss	(928)					(928)
Ending balance (in shares) at Sep. 30, 2022		632,513,135
Ending balance at Sep. 30, 2022	$ 1,488	$ 0			4,152	(2,659)	(5)
Beginning balance (in shares) at Dec. 31, 2022	637,387,025	637,387,025
Beginning balance at Dec. 31, 2022	$ 1,086	$ 0			4,148	(3,058)	(4)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of restricted stock and restricted stock units (in shares)				26,749,344
Exercise of stock options (in shares)	2,304,000	2,304,417
Exercise of stock options	$ 2				2
Employee stock purchase plan (in shares)		2,151,794
Employee stock purchase plan	2				2
Stock-based compensation	111				111
Other comprehensive income (loss)	3						3
Net loss	$ (184)					(184)
Ending balance (in shares) at Sep. 30, 2023	668,592,580	668,592,580
Ending balance at Sep. 30, 2023	$ 1,020	$ 0			4,263	(3,242)	(1)
Beginning balance (in shares) at Jun. 30, 2023		657,337,566
Beginning balance at Jun. 30, 2023	1,086	$ 0			4,224	(3,136)	(2)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of restricted stock and restricted stock units (in shares)				9,613,088
Exercise of stock options (in shares)		134,563
Employee stock purchase plan (in shares)		1,507,363
Employee stock purchase plan	1				1
Stock-based compensation	38				38
Other comprehensive income (loss)	1						1
Net loss	$ (106)					(106)
Ending balance (in shares) at Sep. 30, 2023	668,592,580	668,592,580
Ending balance at Sep. 30, 2023	$ 1,020	$ 0			$ 4,263	$ (3,242)	$ (1)

SHARE-BASED AWARDS - Stock-Based Compensation Expense (Details) $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($) marketConditionAward
Market Condition Award
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards with satisfied market conditions \| marketConditionAward	0
Unvested Stock Options and Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unamortized stock-based compensation \| $	$ 211
Unamortized stock-based compensation period (in years)	1 year 8 months 12 days

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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Organization, Consolidation and Presentation of Financial Statements [Abstract]

FAIR VALUE DISCLOSURES - Fair Value Disclosure of Assets and Liabilities Not Measured at Fair Value (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Level 1
Assets:
Cash and cash equivalents	$ 1,154	$ 1,137
Liabilities:
Non-recourse asset-backed debt	0	0
Convertible senior notes	0	0
Level 1 \| Restricted Cash
Assets:
Cash and cash equivalents	1,224	654
Level 2
Assets:
Cash and cash equivalents	0	0
Liabilities:
Non-recourse asset-backed debt	2,350	4,427
Convertible senior notes	342	391
Level 2 \| Restricted Cash
Assets:
Cash and cash equivalents	0	0
Reported Value Measurement
Assets:
Cash and cash equivalents	1,154	1,137
Liabilities:
Non-recourse asset-backed debt	2,330	4,396
Convertible senior notes	502	959
Reported Value Measurement \| Restricted Cash
Assets:
Cash and cash equivalents	1,224	654
Estimate of Fair Value Measurement
Assets:
Cash and cash equivalents	1,154	1,137
Liabilities:
Non-recourse asset-backed debt	2,350	4,427
Convertible senior notes	342	391
Estimate of Fair Value Measurement \| Restricted Cash
Assets:
Cash and cash equivalents	$ 1,224	$ 654

VARIABLE INTEREST ENTITIES

9 Months Ended

Sep. 30, 2023

VARIABLE INTEREST ENTITIES

The Company utilizes VIEs in the normal course of business to support the Company’s financing needs. The Company determines whether the Company is the primary beneficiary of a VIE at the time it becomes involved with the VIE and reconsiders that conclusion on an on-going basis.

The Company established certain special purpose entities (“SPEs”) for the purpose of financing the Company’s purchase and renovation of real estate inventory through the issuance of asset-backed debt. The Company is the primary beneficiary of the various VIEs within these financing structures and consolidates these VIEs. The Company is determined to be the primary beneficiary based on its power to direct the activities that most significantly impact the economic outcomes of the SPEs through its role in designing the SPEs and managing the real estate inventory they purchase and sell. The Company has a potentially significant variable interest in the entities based upon the equity interest the Company holds in the VIEs.

The following table summarizes the assets and liabilities related to the VIEs consolidated by the Company as of September 30, 2023 and December 31, 2022 (in millions):


	September 30, 2023		December 31, 2022
Assets

Restricted cash	$	1,203	$	636
Real estate inventory, net	1,272		4,408
Other(1)	24		38
Total assets	$	2,499	$	5,082
Liabilities
Non-recourse asset-backed debt	$	2,330	$	4,396
Other(2)	26		72
Total liabilities	$	2,356	$	4,468

________________

(1)Includes escrow receivable and other current assets.

(2)Includes accounts payable and other accrued liabilities and interest payable.

The creditors of the VIEs generally do not have recourse to the Company’s general credit solely by virtue of being creditors of the VIEs. However, certain of the financial covenants included in the inventory financing facilities to which the VIEs are party are calculated by reference to Opendoor Labs Inc. and its consolidated subsidiaries' assets and liabilities. As a result, under certain circumstances, this may limit the Company's flexibility to transfer assets from Opendoor subsidiaries to the Parent Company. See “Note 5 — Credit Facilities and Long-Term Debt” for further discussion of the recourse obligations with respect to the VIEs.

FAIR VALUE DISCLOSURES

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE DISCLOSURES

The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.

Following is a discussion of the fair value hierarchy and the valuation methodologies used for assets and liabilities recorded at fair value on a recurring and nonrecurring basis and for estimating fair value for financial instruments not recorded at fair value.

Fair Value Hierarchy

Fair value measurements of assets and liabilities are categorized based on the following hierarchy:

Level 1 — Fair value determined based on quoted prices in active markets for identical assets or liabilities.

Level 2 — Fair value determined using significant observable inputs, such as quoted prices for similar assets or liabilities or quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs that are derived principally from or corroborated by observable market data, by correlation or other means.

Level 3 — Fair value determined using significant unobservable inputs, such as pricing models, discounted cash flows, or similar techniques.

Estimation of Fair Value

The following table summarizes the fair value measurement methodologies, including significant inputs and assumptions, and classification of the Company’s assets and liabilities.

Asset/Liability Class

Valuation Methodology, Inputs and

Assumptions

Classification

Cash and cash equivalents

Carrying value is a reasonable estimate of fair value based on the short-term nature of the instruments.

Level 1 estimated fair value measurement.

Restricted cash

Carrying value is a reasonable estimate of fair value based on the short-term nature of the instruments.

Level 1 estimated fair value measurement.

Marketable securities

Debt securities

Prices obtained from third-party vendors that compile prices from various sources and often apply matrix pricing for similar securities when no price is observable.

Level 2 recurring fair value measurement.

Equity securities

Price is quoted given the securities are traded on an exchange.

Level 1 recurring fair value measurement.

Other current assets

Mortgage loans held for sale

Fair value is estimated based on observable market data including quoted market prices and deal price quotes.

Level 2 recurring fair value measurement.

Non-recourse asset-backed debt

Credit facilities

Fair value is estimated using discounted cash flows based on current lending rates for similar credit facilities with similar terms and remaining time to maturity.

Carried at amortized cost.

Level 2 estimated fair value measurement.

Convertible senior notes

Fair value is estimated using broker quotes and other observable market inputs.

Carried at amortized cost.
Level 2 estimated fair value measurement.

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The following tables present the levels of the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis (in millions):


September 30, 2023	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:

Corporate debt securities	$	60	$	—	$	60	$	—

Equity securities	12		12		—		—









Total assets	$	72	$	12	$	60	$	—


December 31, 2022	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:
Corporate debt securities	$	122	$	—	$	122	$	—

Equity securities	11		11		—		—
Certificates of deposit	9		—		9		—

Asset-backed securities	2		—		2		—




Other current assets:
Mortgage loans held for sale	1		—		1		—

Total assets	$	145	$	11	$	134	$	—

Fair Value of Financial Instruments

The following presents the carrying value, estimated fair value and the levels of the fair value hierarchy for the Company’s financial instruments other than assets and liabilities measured at fair value on a recurring basis (in millions):


	September 30, 2023
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	1,154	$	1,154	$	1,154	$	—
Restricted cash	1,224		1,224		1,224		—

Liabilities:
Non-recourse asset-backed debt	$	2,330	$	2,350	$	—	$	2,350

Convertible senior notes	502		342		—		342


	December 31, 2022
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	1,137	$	1,137	$	1,137	$	—
Restricted cash	654		654		654		—

Liabilities:
Non-recourse asset-backed debt	$	4,396	$	4,427	$	—	$	4,427

Convertible senior notes	959		391		—		391

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Statement of Financial Position [Abstract]

NET LOSS PER SHARE - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
NET LOSS PER SHARE - Narrative (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Earnings Per Share [Abstract]
Dividends declared	$ 0	$ 0	$ 0	$ 0
Preferred dividends declared	$ 0	$ 0	$ 0	$ 0

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions

Sep. 30, 2023

Dec. 31, 2022

Other current assets, carried at fair value

$ 0

$ 1

Common stock, par value (in dollars per share)

$ 0.0001

Common stock authorized (in shares)

3,000,000,000

Common stock issued (in dollars per shares)

668,592,580

637,387,025

Common stock outstanding (in dollars per shares)

668,592,580

637,387,025

$ 1,224

$ 654

Accounts payable and other accrued liabilities

1,311

4,460

Escrow receivable

Other current assets

Assets

^[1]

3,947

6,608

110

Interest payable

Non-recourse asset-backed debt - current portion

1,376

NON-RECOURSE ASSET-BACKED DEBT – Net of current portion

2,330

3,020

Liabilities

^[2]

2,927

5,522

Variable Interest Entity, Primary Beneficiary

1,203

636

Accounts payable and other accrued liabilities

1,272

4,408

Escrow receivable

Other current assets

Assets

2,499

5,082

Interest payable

Non-recourse asset-backed debt - current portion

1,376

NON-RECOURSE ASSET-BACKED DEBT – Net of current portion

2,330

3,020

Liabilities

$ 2,356

$ 4,468

[1]

[2]

VARIABLE INTEREST ENTITIES (Tables)

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Variable Interest Entities

The following table summarizes the assets and liabilities related to the VIEs consolidated by the Company as of September 30, 2023 and December 31, 2022 (in millions):


	September 30, 2023		December 31, 2022
Assets

Restricted cash	$	1,203	$	636
Real estate inventory, net	1,272		4,408
Other(1)	24		38
Total assets	$	2,499	$	5,082
Liabilities
Non-recourse asset-backed debt	$	2,330	$	4,396
Other(2)	26		72
Total liabilities	$	2,356	$	4,468

________________

(1)Includes escrow receivable and other current assets.

(2)Includes accounts payable and other accrued liabilities and interest payable.

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Property, Plant and Equipment

Property and equipment as of September 30, 2023 and December 31, 2022, consisted of the following (in millions):


	September 30, 2023		December 31, 2022
Internally developed software	$	117	$	105
Security systems	19		18
Computers	12		13
Software implementation costs	4		4
Office equipment	3		3
Furniture and fixtures	2		3
Leasehold improvements	2		2
Total	159		148
Accumulated depreciation and amortization	(91)		(90)
Property and equipment – net	$	68	$	58

NET LOSS PER SHARE - Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net loss attributable to common shareholders -basic	$ (106)	$ (928)	$ (184)	$ (954)
Net loss attributable to common shareholders – diluted	$ (106)	$ (928)	$ (184)	$ (954)
Denominator:
Weighted average shares outstanding - basic (in shares)	662,149,000	629,535,000	651,939,000	624,581,000
Weighted average shares outstanding - diluted (in shares)	662,149,000	629,535,000	651,939,000	624,581,000
Basic net loss per share (in dollars per share)	$ (0.16)	$ (1.47)	$ (0.28)	$ (1.53)
Diluted net loss per share (in dollars per share)	$ (0.16)	$ (1.47)	$ (0.28)	$ (1.53)

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
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Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities, and addition from assumption of issuance of common shares for dilutive potential common shares; of income (loss) available to common shareholders.

Share-Based Payment Arrangement [Abstract]

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (184)	$ (954)
Adjustments to reconcile net loss to cash, cash equivalents, and restricted cash provided by (used in) operating activities:
Depreciation and amortization	50	59
Amortization of right of use asset	5	6
Stock-based compensation	94	178
Inventory valuation adjustment	54	663
Changes in fair value of equity securities	4	36
Other	6	(1)
Origination of mortgage loans held for sale	0	(118)
Proceeds from sale and principal collections of mortgage loans held for sale	1	128
Gain on extinguishment of debt	(182)	0
Changes in operating assets and liabilities:
Escrow receivable	19	(70)
Real estate inventory	3,082	(663)
Other assets	(15)	0
Accounts payable and other accrued liabilities	(29)	73
Interest payable	(10)	4
Lease liabilities	(9)	(6)
Net cash provided by (used in) operating activities	2,886	(665)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment	(28)	(33)
Purchase of marketable securities	0	(28)
Proceeds from sales, maturities, redemptions and paydowns of marketable securities	75	293
Purchase of non-marketable equity securities	0	(25)
Proceeds from sale of non-marketable equity securities	1	3
Capital returns from non-marketable equity securities	0	3
Acquisitions, net of cash acquired	0	(3)
Net cash provided by investing activities	48	210
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchase of convertible senior notes	(270)	0
Proceeds from exercise of stock options	2	4
Proceeds from issuance of common stock for ESPP	2	2
Proceeds from non-recourse asset-backed debt	238	9,160
Principal payments on non-recourse asset-backed debt	(2,315)	(8,179)
Proceeds from other secured borrowings	0	114
Principal payments on other secured borrowings	0	(121)
Payment of loan origination fees and debt issuance costs	0	(24)
Payment for early extinguishment of debt	(4)	0
Net cash (used in) provided by financing activities	(2,347)	956
NET INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	587	501
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH – Beginning of period	1,791	2,578
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH – End of period	2,378	3,079
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION – Cash paid during the period for interest	169	248
DISCLOSURES OF NONCASH ACTIVITIES:
Stock-based compensation expense capitalized for internally developed software	17	13
RECONCILIATION TO CONDENSED CONSOLIDATED BALANCE SHEETS:
Cash and cash equivalents	1,154	1,327
Restricted cash	1,224	1,752
Cash, cash equivalents, and restricted cash	$ 2,378	$ 3,079

SHARE-BASED AWARDS

9 Months Ended

Sep. 30, 2023

SHARE-BASED AWARDS

Stock options and RSUs

Option awards are generally granted with an exercise price equal to the fair value of the Company’s common stock at the date of grant.

A summary of the stock option activity for the nine months ended September 30, 2023, is as follows:


	Number of Options (in thousands)	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in millions)
Balance-December 31, 2022	10,712	$	2.13	3.5	$	1

Exercised	(2,304)	1.07

Expired	(363)	2.87
Balance-September 30, 2023	8,045	$	2.40	3.5	$	6
Exercisable-September 30, 2023	8,045	$	2.40	3.5	$	6

A summary of the RSU activity for the nine months ended September 30, 2023, is as follows:


	Number of RSUs (in thousands)	Weighted- Average Grant-Date Fair Value
Unvested and outstanding-December 31, 2022	54,547	$	10.29
Granted	45,022	1.73
Vested	(26,749)	5.29
Forfeited	(12,503)	11.75
Unvested and outstanding-September 30, 2023	60,317	$	4.17

Restricted Shares

The Company has granted Restricted Shares to certain continuing employees, primarily in connection with acquisitions.

ESPP

The first offering period for the Company's 2020 ESPP began on March 1, 2022. The ESPP, pursuant to Internal Revenue Code Section 423, allows eligible participants to purchase shares using payroll deductions of up to 15% of their total compensation, subject to a $25,000 calendar year limitation on contributions. Prior to March 2023, the Company limited the

maximum number of shares to be purchased in an offering period to 1,000 shares per employee, and each offering period was six months in duration. Beginning in March 2023, the maximum number of shares to be purchased in an offering period was increased to 10,000 shares per employee, 5,000 per purchase period, and each offering period is 12 months in duration, with two 6-month purchase periods. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a 15% discount on the lower price of either (i) the offer period start date or (ii) the purchase date. The ESPP also includes a reset provision for the purchase price if the stock price on the purchase date is less than the stock price on the offering date. ESPP employee payroll contributions withheld as of September 30, 2023 were $1.0 million and are included within Accounts payable and other accrued liabilities in the condensed consolidated balance sheets. Payroll contributions withheld as of September 30, 2023 will be used to purchase shares at the end of the current ESPP purchase period ending on February 29, 2024.

The fair value of ESPP purchase rights is estimated at the date of grant using the Black-Scholes option-pricing valuation model. The following assumptions were applied in the model to estimate the grant-date fair value of the ESPP.



	Nine Months Ended September 30, 2023
Fair value	$0.64 – $2.13
Volatility	101.8% - 119.1%
Risk-free rate	5.06% – 5.47%
Expected life (in years)	0.5 – 1.0
Expected dividend	$	—

As of September 30, 2023, total estimated unrecognized compensation expense related to the ESPP was $2 million. The unamortized compensation costs are expected to be recognized over the remaining term of the offering period of 0.6 years.

Stock-based compensation expense

Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. The following table summarizes total stock-based compensation expense by function as presented in the condensed consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022 (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
General and administrative	$	15	$	38	$	47	$	132
Sales, marketing and operations	4		5		12		14
Technology and development	12		9		35		32
Total stock-based compensation expense	$	31	$	52	$	94	$	178

During the nine months ended September 30, 2023, no market condition awards satisfied their market condition.

As of September 30, 2023, there was $211 million of unamortized stock-based compensation costs related to unvested RSUs. The unamortized compensation costs are expected to be recognized over a weighted-average period of approximately 1.7 years.

CREDIT FACILITIES AND LONG-TERM DEBT (Tables)

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

The following tables summarize certain details related to the Company's credit facilities and long-term debt as of September 30, 2023 and December 31, 2022 (in millions, except interest rates):


			Outstanding Amount
September 30, 2023	Borrowing Capacity		Current		Non-Current		Weighted Average Interest Rate		End of Revolving / Withdrawal Period	Final Maturity Date
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities
Revolving Facility 2018-2	$	1,000	$	—	$	—	7.49	%	June 30, 2025	June 30, 2025
Revolving Facility 2018-3	1,000		—		—		6.82	%	September 29, 2026	September 29, 2026
Revolving Facility 2019-1	300		—		—		7.34	%	August 15, 2025	August 15, 2025
Revolving Facility 2019-2	650		—		—		6.83	%	October 6, 2023	October 6, 2023
Revolving Facility 2019-3	925		—		—		—	%	April 5, 2024	April 4, 2025


Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	100		—		100		3.48	%	January 2, 2025	April 1, 2025
Term Debt Facility 2021-S2	400		—		300		3.20	%	September 10, 2025	March 10, 2026
Term Debt Facility 2021-S3	1,000		—		750		3.75	%	January 31, 2027	July 31, 2027
Term Debt Facility 2022-S1	250		—		250		4.07	%	March 1, 2025	September 1, 2025

Total	$	5,625	$	—	$	1,400
Issuance Costs			—		(13)
Carrying Value			$	—	$	1,387

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	2,300		—		800		10.00	%	April 1, 2025	April 1, 2026
Term Debt Facility 2022-M1	500		—		150		10.00	%	September 15, 2025	September 15, 2026
Total	$	2,800	$	—	$	950
Issuance Costs					(7)
Carrying Value					$	943

Total Non-Recourse Asset-backed Debt	$	8,425	$	—	$	2,330


	Outstanding Amount
December 31, 2022	Current		Non-Current		Weighted Average Interest Rate
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities

Revolving Facility 2018-2	$	472	$	—	4.86	%
Revolving Facility 2018-3	194		—		3.98	%
Revolving Facility 2019-1	55		—		4.41	%
Revolving Facility 2019-2	167		—		3.92	%
Revolving Facility 2019-3	—		—		3.86	%

Revolving Facility 2022-1	289		—		8.15	%
Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	—		400		3.48	%
Term Debt Facility 2021-S2	—		500		3.20	%
Term Debt Facility 2021-S3	—		750		3.75	%
Term Debt Facility 2022-S1	—		250		4.07	%
Term Debt Facility 2022-S2	200		—		8.48	%
Total	$	1,377	$	1,900
Issuance Costs	(1)		(17)
Carrying Value	$	1,376	$	1,883

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	$	—	$	1,000	10.00	%
Term Debt Facility 2022-M1	$	—	$	150	10.00	%
Total	$	—	$	1,150
Issuance Costs			(13)
Carrying Value			$	1,137

Total Non-Recourse Asset-backed Debt	$	1,376	$	3,020

Convertible Debt

The tables below summarize certain details related to the 2026 Notes (in millions, except interest rates):


September 30, 2023	Remaining Aggregate Principal Amount		Unamortized Debt Issuance Costs		Net Carrying Amount
2026 Notes	$	510	$	(8)	$	502


September 30, 2023	Maturity Date	Stated Cash Interest Rate		Effective Interest Rate		Semi-Annual Interest Payment Dates	Conversion Rate	Conversion Price
2026 Notes	August 15, 2026	0.25	%	0.78	%	February 15; August 15	51.9926	$	19.23

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Goodwill and Intangible Assets Disclosure [Abstract]

NET LOSS PER SHARE - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	70,800	74,726	70,800	74,726
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	60,317	62,329	60,317	62,329
Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	8,045	11,083	8,045	11,083
Restricted Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	0	485	0	485
Employee Stock Purchase Plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	2,438	829	2,438	829

GOODWILL AND INTANGIBLE ASSETS (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Finite-Lived Intangible Assets

Intangible assets subject to amortization consisted of the following as of September 30, 2023 and December 31, 2022, respectively (in millions, except years):


September 30, 2023	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	17	$	(12)	$	5	1.0
Customer relationships	7		(6)		1		0.9
Trademarks	5		(4)		1		0.9

Intangible assets – net	$	29	$	(22)	$	7


December 31, 2022	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	17	$	(9)	$	8	1.8
Customer relationships	7		(5)		2		1.7
Trademarks	5		(3)		2		1.7

Intangible assets – net	$	29	$	(17)	$	12

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

As of September 30, 2023, expected amortization of intangible assets is as follows:


Fiscal Years	(In millions)
Remainder of 2023	$	2
2024	5


Total	$	7

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2023	Oct. 26, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-39253
Entity Registrant Name	Opendoor Technologies Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	30-1318214
Entity Address, Address Line One	410 N. Scottsdale Road,
Entity Address, Address Line Two	Suite 1600
Entity Address, City or Town	Tempe,
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85288
City Area Code	480
Local Phone Number	618-6760
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	OPEN
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		670,031,190
Entity Central Index Key	0001801169
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31

SUBSEQUENT EVENTS	9 Months Ended
SUBSEQUENT EVENTS	Sep. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTSThe Company has evaluated the impact of events that have occurred subsequent to September 30, 2023, through the date the condensed consolidated financial statements were filed with the SEC. Based on this evaluation, other than as recorded or disclosed within these condensed consolidated financial statements and related notes, the Company has determined that there are no material subsequent events that would require recognition or disclosure.

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES - Convertible Senior Notes (Details)	Sep. 30, 2023	Aug. 31, 2021
Senior Convertible Notes 2026 \| Convertible Debt
Debt Instrument [Line Items]
Stated Cash Interest Rate	0.25%	0.25%

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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WARRANTS (Details) - Marketing Warrants - Zillow - $ / shares	Jul. 28, 2022	Sep. 30, 2023
Class of Warrant or Right [Line Items]
Number of shares authorized to be purchased by warrant agreement (in shares)	6,000,000
Volume-weighted average price, days	30 days
Warrants to purchase shares (in shares)		0
Minimum
Class of Warrant or Right [Line Items]
Exercise price of warrants (in dollars per share)	$ 15
Maximum
Class of Warrant or Right [Line Items]
Exercise price of warrants (in dollars per share)	$ 30

WARRANTS	9 Months Ended
WARRANTS	Sep. 30, 2023
Equity [Abstract]
WARRANTS	WARRANTS Marketing Warrants On July 28, 2022, the Company entered into a warrant agreement with Zillow, Inc. (“Zillow”) in connection with a partnership arrangement that allows for Zillow to purchase up to 6 million shares of common stock that will vest in tranches (each, a “Tranche”) upon Zillow providing resale marketing services to the Company. Each Tranche will have an exercise price per share equal to the 30-day trailing volume weighted average price per share of Opendoor Common Stock (“VWAP”) prior to the vesting date of that Tranche, subject to a $15 floor and $30 cap per share. After a Tranche has vested, the Tranche can be exercised via a cash payment or a cashless exercise; provided that the Company has the option to cash settle any exercise. The warrant expires in July 2027, subject to extension for an additional Tranche and early termination under limited circumstances. Zillow began providing marketing services under the partnership arrangement in March 2023. As of September 30, 2023, no warrant shares had vested

The entire disclosure for equity.

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SHARE-BASED AWARDS - RSU Activity (Details) - RSUs shares in Thousands	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Number of RSUs
Beginning balance (in shares) \| shares	54,547
Granted (in shares) \| shares	45,022
Vested (in shares) \| shares	(26,749)
Forfeited (in shares) \| shares	(12,503)
Ending balance (in shares) \| shares	60,317
Weighted- Average Grant-Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 10.29
Granted (in dollars per share) \| $ / shares	1.73
Vested (in dollars per share) \| $ / shares	5.29
Forfeited (in dollars per share) \| $ / shares	11.75
Ending balance (in dollars per share) \| $ / shares	$ 4.17

BUSINESS ACQUISITION (Details) - USD ($) $ in Millions	Nov. 04, 2022	Sep. 30, 2023	Dec. 31, 2022
Business Acquisition [Line Items]
Goodwill		$ 4	$ 4
TaxProper
Business Acquisition [Line Items]
Total PIPE shares investment	$ 10
Goodwill	2
TaxProper \| Technology Based Intangible Assets
Business Acquisition [Line Items]
Acquired intangible assets	$ 7
Remaining weighted average useful life (years)	2 years

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

Fair Value Measurement Methodologies

NET LOSS PER SHARE

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

NET LOSS PER SHARE

Basic net loss per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed based on the weighted average number of common shares outstanding plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. During the periods when there is a net loss, potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive. No dividends were declared or paid for the three and nine months ended September 30, 2023 or 2022.

The Company uses the two-class method to calculate net loss per share and apply the more dilutive of the two-class method, treasury stock method or if-converted method to calculate diluted net loss per share. Undistributed earnings for each period are allocated to participating securities, based on the contractual participation rights of the security to share in the current earnings as if all current period earnings had been distributed. As there is no contractual obligation for participating securities to share in losses, the Company’s basic net loss per share is computed by dividing the net loss attributable to common shareholders by the weighted-average shares of common stock outstanding during periods with undistributed losses.

The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common shareholders for the three and nine months ended September 30, 2023 and 2022 (in millions, except share amounts which are presented in thousands, and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Basic and diluted net loss per share:
Numerator:



Net loss attributable to common shareholders – basic and diluted	$	(106)	$	(928)	$	(184)	$	(954)
Denominator:
Weighted average shares outstanding – basic and diluted	662,149		629,535		651,939		624,581
Basic and diluted net loss per share	$	(0.16)	$	(1.47)	$	(0.28)	$	(1.53)

There were no preferred dividends declared or accumulated for the periods presented.

The following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2023	2022	2023	2022



RSUs	60,317	62,329	60,317	62,329
Options	8,045	11,083	8,045	11,083

Restricted Shares	—	485	—	485
Employee Stock Purchase Plan	2,438	829	2,438	829

Total anti-dilutive securities	70,800	74,726	70,800	74,726

FAIR VALUE DISCLOSURES (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

The following table summarizes the fair value measurement methodologies, including significant inputs and assumptions, and classification of the Company’s assets and liabilities.

Asset/Liability Class

Valuation Methodology, Inputs and

Assumptions

Classification

Cash and cash equivalents

Carrying value is a reasonable estimate of fair value based on the short-term nature of the instruments.

Level 1 estimated fair value measurement.

Restricted cash

Carrying value is a reasonable estimate of fair value based on the short-term nature of the instruments.

Level 1 estimated fair value measurement.

Marketable securities

Debt securities

Prices obtained from third-party vendors that compile prices from various sources and often apply matrix pricing for similar securities when no price is observable.

Level 2 recurring fair value measurement.

Equity securities

Price is quoted given the securities are traded on an exchange.

Level 1 recurring fair value measurement.

Other current assets

Mortgage loans held for sale

Fair value is estimated based on observable market data including quoted market prices and deal price quotes.

Level 2 recurring fair value measurement.

Non-recourse asset-backed debt

Credit facilities

Fair value is estimated using discounted cash flows based on current lending rates for similar credit facilities with similar terms and remaining time to maturity.

Carried at amortized cost.

Level 2 estimated fair value measurement.

Convertible senior notes

Fair value is estimated using broker quotes and other observable market inputs.

Carried at amortized cost.
Level 2 estimated fair value measurement.

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following tables present the levels of the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis (in millions):


September 30, 2023	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:

Corporate debt securities	$	60	$	—	$	60	$	—

Equity securities	12		12		—		—









Total assets	$	72	$	12	$	60	$	—


December 31, 2022	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:
Corporate debt securities	$	122	$	—	$	122	$	—

Equity securities	11		11		—		—
Certificates of deposit	9		—		9		—

Asset-backed securities	2		—		2		—




Other current assets:
Mortgage loans held for sale	1		—		1		—

Total assets	$	145	$	11	$	134	$	—

Fair Value Disclosure of Asset and Liability Not Measured at Fair Value


	September 30, 2023
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	1,154	$	1,154	$	1,154	$	—
Restricted cash	1,224		1,224		1,224		—

Liabilities:
Non-recourse asset-backed debt	$	2,330	$	2,350	$	—	$	2,350

Convertible senior notes	502		342		—		342


	December 31, 2022
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	1,137	$	1,137	$	1,137	$	—
Restricted cash	654		654		654		—

Liabilities:
Non-recourse asset-backed debt	$	4,396	$	4,427	$	—	$	4,427

Convertible senior notes	959		391		—		391

Insider Trading Arrangements

3 Months Ended

9 Months Ended

Sep. 30, 2023

Trading Arrangements, by Individual

Non-Rule 10b5-1 Arrangement Adopted

false

Rule 10b5-1 Arrangement Terminated

false

Non-Rule 10b5-1 Arrangement Terminated

false

Sydney Schaub [Member]

Trading Arrangements, by Individual

Material Terms of Trading Arrangement

The following table describes contracts, instructions or written plans for the sale or purchase of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” by our directors or executive officers during the three-month period ended September 30, 2023.

Trading Arrangement

Action

Date

Rule 10b5-1 (1)

Non-Rule 10b5-1 (2)

Maximum Shares to be Sold

Expiration Date

Sydney Schaub (Chief Legal Officer)

Adopt

8/11/2023

1,041,363

(3)

11/15/2024

______________

(1)Intended to satisfy the affirmative defense of Rule 10b5-1(c)

(2)Not intended to satisfy the affirmative defense of Rule 10b5-1(c)

(3)This number includes up to 1,041,363 shares of common stock subject to RSUs previously granted to Ms. Schaub (the “RSU Shares”) that vest at various dates between September 15, 2023 and September 15, 2024. The aggregate number of RSU Shares that will be available for sale under the Plan is not yet determinable because the shares available will be net of shares sold to satisfy tax withholding obligations that arise in connection with the vesting and settlement of such RSU awards. As such, for purposes of this disclosure, the shares included in this table reflect the aggregate maximum number of

shares underlying Ms. Schaub’s RSUs without excluding the shares that will be sold to satisfy the tax withholding obligations.

Name

Sydney Schaub

Title

Chief Legal Officer

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

8/11/2023

Arrangement Duration

462 days

Aggregate Available

1,041,363

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Description of Business	Description of Business Opendoor Technologies Inc. (the “Company” and “Opendoor”) including its consolidated subsidiaries and certain variable interest entities (“VIEs”), is a managed marketplace for residential real estate. By leveraging our centralized platform, Opendoor is working towards a future that enables sellers and buyers of residential real estate to experience a simple and certain transaction that is dramatically improved from the traditional process. The Company was incorporated in Delaware on December 30, 2013.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements as of September 30, 2023 and December 31, 2022 and for the three and nine month periods ended September 30, 2023 and 2022 include the accounts of Opendoor, its wholly owned subsidiaries and VIEs where the Company is the primary beneficiary. The accompanying unaudited condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements herein. Certain prior period amounts in the condensed consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. The Company was formed through a business combination with Social Capital Hedosophia Holdings Corp. II (“SCH”), a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Business Combination, pursuant to which Opendoor Labs Inc. became a wholly owned subsidiary of SCH and SCH changed its name from “Social Capital Hedosophia Holdings Corp. II” to “Opendoor Technologies Inc.”, was completed on December 18, 2020, and was accounted for as a reverse recapitalization, in accordance with GAAP. The accompanying interim condensed consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (“Annual Report”) filed on February 23, 2023.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that have a material impact on the amounts reported in the financial statements and accompanying notes. Significant estimates, assumptions and judgments made by management include, among others, the determination of the fair value of common stock, share-based awards, and inventory valuation adjustment. Management believes that the estimates and judgments upon which management relies are reasonable based upon information available to management at the time that these estimates and judgments are made. To the extent there are material differences between these estimates, assumptions and judgments and actual results, the carrying values of the Company's assets and liabilities and the results of operations will be affected. The health of the residential housing market and interest rate environment have introduced additional uncertainty with respect to judgments, estimates and assumptions, which may materially impact the estimates previously listed, among others.
Significant Risks and Uncertainties	Significant Risks and Uncertainties The Company operates in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, the Company believes that changes in any of the following areas could have a significant negative effect on the Company in terms of its future financial position, results of operations or cash flows: public health crises, like the COVID-19 pandemic; its rate of revenue growth; its ability to manage inventory; engagement and usage of its products; the effectiveness of its investment of resources to pursue strategies; competition in its market; the stability of the residential real estate market; the impact of interest rate changes on demand for and pricing of its products and on the cost of capital; changes in technology, products, markets or services by the Company or its competitors; its ability to maintain or establish relationships with listings and data providers; its ability to obtain or maintain licenses and permits to support its current and future businesses; actual or anticipated changes to its products and services; changes in government regulation affecting its business; the outcomes of legal proceedings; natural disasters and catastrophic events; scaling and adaptation of existing technology and network infrastructure; its management of its growth; its ability to attract and retain qualified employees and key personnel; its ability to successfully integrate and realize the benefits of its past or future strategic acquisitions or investments; the protection of customers’ information and other privacy concerns; the protection of its brand and intellectual property; and intellectual property infringement and other claims, among other things.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, restricted cash, and investments in marketable securities. The Company places cash and cash equivalents and investments with major financial institutions, which management assesses to be of high credit quality, in order to limit exposure of the Company’s investments.
Convertible Senior Notes	Convertible Senior Notes The 0.25% convertible senior notes due in 2026 (the “2026 Notes”) issued by the Company in August 2021 are accounted for wholly as debt. The 2026 Notes have an initial carrying value equal to the net proceeds from issuance. Issuance costs associated with the 2026 Notes are amortized over the term using the effective interest method. Conversions are settled through payment of cash or a combination of cash and stock, at the Company’s option. Upon conversion, the carrying amount of the 2026 Notes, including any unamortized debt issuance costs, is reduced by cash paid, with any difference being reflected as a change in equity. There will not be any gains or losses recognized upon a conversion. Upon extinguishment of any portion of the 2026 Notes, the difference between the repurchase price of the extinguished notes and the respective net carrying amount is recorded as a gain or loss in Gain on extinguishment of debt in the condensed consolidated statements of operations. See “Note 5 — Credit Facilities and Long-Term Debt” for details on the partial repurchase of the Company's convertible notes that occurred in the period.
Impairment of Long-Lived Assets	Impairment of Long-Lived AssetsLong-lived assets, such as property and equipment and definite-lived intangible assets, among other long-lived assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment loss is recognized to the extent the carrying amount of the underlying asset exceeds its fair value.
Recently Issued Accounting Standards	Recently Issued Accounting Standards Recently Adopted Accounting Standards In July 2023, the FASB issued ASU 2023-03 which amends various paragraphs in the Accounting Standards Codification pursuant to the issuance of Commission Staff Bulletin No. 120. These updates were effective immediately and did not have a material impact on the Company’s condensed consolidated financial statements

GOODWILL AND INTANGIBLE ASSETS

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

For the nine months ended September 30, 2023, there were no additions to goodwill. For the year ended December 31, 2022 the carrying amount of goodwill increased by $4 million due to acquisitions. For more information on significant acquisitions, refer to “Note 13 — Business Acquisition”. No impairment of goodwill was identified for the three and nine months ended September 30, 2023 and 2022.

Intangible assets subject to amortization consisted of the following as of September 30, 2023 and December 31, 2022, respectively (in millions, except years):


September 30, 2023	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	17	$	(12)	$	5	1.0
Customer relationships	7		(6)		1		0.9
Trademarks	5		(4)		1		0.9

Intangible assets – net	$	29	$	(22)	$	7


December 31, 2022	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	17	$	(9)	$	8	1.8
Customer relationships	7		(5)		2		1.7
Trademarks	5		(3)		2		1.7

Intangible assets – net	$	29	$	(17)	$	12

Amortization expense for intangible assets was $2 million and $5 million for the three and nine months ended September 30, 2023, respectively. Amortization expense for intangible assets was $2 million and $7 million for the three and nine months ended September 30, 2022, respectively.

As of September 30, 2023, expected amortization of intangible assets is as follows:


Fiscal Years	(In millions)
Remainder of 2023	$	2
2024	5


Total	$	7

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES

Description of Business

Opendoor Technologies Inc. (the “Company” and “Opendoor”) including its consolidated subsidiaries and certain variable interest entities (“VIEs”), is a managed marketplace for residential real estate. By leveraging our centralized platform, Opendoor is working towards a future that enables sellers and buyers of residential real estate to experience a simple and certain transaction that is dramatically improved from the traditional process. The Company was incorporated in Delaware on December 30, 2013.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements as of September 30, 2023 and December 31, 2022 and for the three and nine month periods ended September 30, 2023 and 2022 include the accounts of Opendoor, its wholly owned subsidiaries and VIEs where the Company is the primary beneficiary. The accompanying unaudited condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements herein. Certain prior period amounts in the condensed consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation.

The Company was formed through a business combination with Social Capital Hedosophia Holdings Corp. II (“SCH”), a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Business Combination, pursuant to which Opendoor Labs Inc. became a wholly owned subsidiary of SCH and SCH changed its name from “Social Capital Hedosophia Holdings Corp. II” to “Opendoor Technologies Inc.”, was completed on December 18, 2020, and was accounted for as a reverse recapitalization, in accordance with GAAP.

The accompanying interim condensed consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (“Annual Report”) filed on February 23, 2023.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that have a material impact on the amounts reported in the financial statements and accompanying notes. Significant estimates, assumptions and judgments made by management include, among others, the determination of the fair value of common stock, share-based awards, and inventory valuation adjustment. Management believes that the estimates and judgments upon which management relies are reasonable based upon information available to management at the time that these estimates and judgments are made. To the extent there are material differences between these estimates, assumptions and judgments and actual results, the carrying values of the Company's assets and liabilities and the results of operations will be affected. The health of the residential housing market and interest rate environment have introduced additional uncertainty with respect to judgments, estimates and assumptions, which may materially impact the estimates previously listed, among others.

Significant Risks and Uncertainties

The Company operates in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, the Company believes that changes in any of the following areas could have a significant negative effect on the Company in terms of its future financial position, results of operations or cash flows: public health crises, like the COVID-19 pandemic; its rate of revenue growth; its ability to manage inventory; engagement and usage of its products; the effectiveness of its investment of resources to pursue strategies; competition in its market; the stability of the residential real estate market; the impact of interest rate changes on demand for and pricing of its products and on the cost of capital; changes in technology, products, markets or services by the Company or its competitors; its ability to maintain or establish relationships with listings and data providers; its

ability to obtain or maintain licenses and permits to support its current and future businesses; actual or anticipated changes to its products and services; changes in government regulation affecting its business; the outcomes of legal proceedings; natural disasters and catastrophic events; scaling and adaptation of existing technology and network infrastructure; its management of its growth; its ability to attract and retain qualified employees and key personnel; its ability to successfully integrate and realize the benefits of its past or future strategic acquisitions or investments; the protection of customers’ information and other privacy concerns; the protection of its brand and intellectual property; and intellectual property infringement and other claims, among other things.

Concentrations of Credit Risk

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, restricted cash, and investments in marketable securities. The Company places cash and cash equivalents and investments with major financial institutions, which management assesses to be of high credit quality, in order to limit exposure of the Company’s investments.

Significant Accounting Policies

The Company’s significant accounting policies are discussed in “Part II – Item 8 – Financial Statements and Supplementary Data – Note 1. Description of Business and Accounting Policies” in the Annual Report. There have been no changes to these significant accounting policies for the nine-month period ended September 30, 2023, except as noted below.

Convertible Senior Notes

The 0.25% convertible senior notes due in 2026 (the “2026 Notes”) issued by the Company in August 2021 are accounted for wholly as debt. The 2026 Notes have an initial carrying value equal to the net proceeds from issuance. Issuance costs associated with the 2026 Notes are amortized over the term using the effective interest method. Conversions are settled through payment of cash or a combination of cash and stock, at the Company’s option. Upon conversion, the carrying amount of the 2026 Notes, including any unamortized debt issuance costs, is reduced by cash paid, with any difference being reflected as a change in equity. There will not be any gains or losses recognized upon a conversion. Upon extinguishment of any portion of the 2026 Notes, the difference between the repurchase price of the extinguished notes and the respective net carrying amount is recorded as a gain or loss in Gain on extinguishment of debt in the condensed consolidated statements of operations. See “Note 5 — Credit Facilities and Long-Term Debt” for details on the partial repurchase of the Company's convertible notes that occurred in the period.

Impairment of Long-Lived Assets

Long-lived assets, such as property and equipment and definite-lived intangible assets, among other long-lived assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment loss is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. The impairment loss recognized for the three and nine months ended September 30, 2023 is primarily related to impairment of certain internally developed software projects. The impairment loss recognized during the periods presented is as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
General and administrative	$	1	$	—	$	1	$	—
Technology and development	$	1	$	1	4		1
Total impairment loss	$	2	$	1	$	5	$	1

Recently Issued Accounting Standards

Recently Adopted Accounting Standards

In July 2023, the FASB issued ASU 2023-03 which amends various paragraphs in the Accounting Standards Codification pursuant to the issuance of Commission Staff Bulletin No. 120. These updates were effective immediately and did not have a material impact on the Company’s condensed consolidated financial statements.

CREDIT FACILITIES AND LONG-TERM DEBT - Asset-backed Mezzanine Term Debt Facilities (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Other restricted assets	$ 300	$ 565
Revolving Credit Facility \| Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Debt instrument, term, withdrawal period, maximum	42 months

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Cash and cash equivalents

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Cash and Cash Equivalents [Line Items]
Recognized unrealized (losses) gains related to equity securities still held	$ (6,000,000)	$ (11,000,000)	$ 1,000,000	$ (36,000,000)
Unrealized losses	1,000,000		1,000,000		$ 4,000,000
Allowance for credit loss	0		0		0
Unrealized losses of non-marketable security	5,000,000	$ 0	5,000,000	$ 0
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Unrealized losses	$ 1,000,000		$ 1,000,000		$ 4,000,000

REAL ESTATE INVENTORY - Narrative (Details) $ in Millions	3 Months Ended		9 Months Ended
REAL ESTATE INVENTORY - Narrative (Details) $ in Millions	Sep. 30, 2023 USD ($) home	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) home	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)
Inventory Disclosure [Abstract]
Inventory valuation adjustments	$ 33		$ 33		$ 459
Number of homes under contract to be purchased \| home	1,661		1,661
Aggregate purchase price for homes	$ 578		$ 578
Valuation adjustments	$ 17	$ 573	$ 54	$ 663

CREDIT FACILITIES AND LONG-TERM DEBT - Summary of Credit Facilities and Long-Term Debt (Details) - Line of Credit - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Borrowing Capacity	$ 8,425
Outstanding, current	0	$ 1,376
Net Carrying Amount	2,330	3,020
Asset-Backed Senior Facilities
Debt Instrument [Line Items]
Borrowing Capacity	5,625
Outstanding amount, current	0	1,377
Outstanding, current	0	1,376
Outstanding amount, noncurrent	1,400	1,900
Issuance Costs	0	(1)
Issuance Costs	(13)	(17)
Net Carrying Amount	1,387	1,883
Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	2,800
Outstanding amount, current	0	0
Outstanding amount, noncurrent	950	1,150
Issuance Costs	(7)	(13)
Net Carrying Amount	943	1,137
Revolving Facility 2018-2 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	1,000
Outstanding amount, current	0	472
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	7.49%	4.86%
Revolving Facility 2018-3 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 1,000
Outstanding amount, current	0	$ 194
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	6.82%	3.98%
Revolving Facility 2019-1 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 300
Outstanding amount, current	0	$ 55
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	7.34%	4.41%
Revolving Facility 2019-2 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 650
Outstanding amount, current	0	$ 167
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	6.83%	3.92%
Revolving Facility 2019-3 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 925
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	0.00%	3.86%
Revolving Facility 2022-1 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Outstanding amount, current		$ 289
Outstanding amount, noncurrent		$ 0
Weighted average interest rate (in percent)		8.15%
Term Debt Facility 2021-S1 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 100
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 100	$ 400
Weighted average interest rate (in percent)	3.48%	3.48%
Term Debt Facility 2021-S2 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 400
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 300	$ 500
Weighted average interest rate (in percent)	3.20%	3.20%
Term Debt Facility 2021-S3 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 1,000
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 750	$ 750
Weighted average interest rate (in percent)	3.75%	3.75%
Term Debt Facility 2022-S1 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 250
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 250	$ 250
Weighted average interest rate (in percent)	4.07%	4.07%
Term Debt Facility 2022-S2 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Outstanding amount, current		$ 200
Outstanding amount, noncurrent		$ 0
Weighted average interest rate (in percent)		8.48%
Term Debt Facility 2020-M1 \| Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 2,300
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 800	$ 1,000
Weighted average interest rate (in percent)	10.00%	10.00%
Term Debt Facility 2022-M1 \| Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 500
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 150	$ 150
Weighted average interest rate (in percent)	10.00%	10.00%

CREDIT FACILITIES AND LONG-TERM DEBT - Non-Recourse Asset-backed Debt (Details) $ in Millions	Sep. 30, 2023 USD ($)
Line of Credit
Debt Instrument [Line Items]
Borrowing capacity	$ 8,425
Line of Credit \| Non-Recourse Asset Backed Debt
Debt Instrument [Line Items]
Fully committed borrowing capacity, maximum	3,000
Line of Credit \| Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing capacity	2,800
Revolving Credit Facility \| Asset-backed Senior Revolving Credit Facilities \| Multiple Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Fully committed borrowing capacity	650
Revolving Credit Facility \| Asset-backed Senior Term Debt Facilities \| Multiple Term Loan Facilities
Debt Instrument [Line Items]
Fully committed borrowing capacity	1,400
Revolving Credit Facility \| Asset-backed Mezzanine Term Debt Facilities \| Multiple Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Fully committed borrowing capacity	$ 950

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions

Sep. 30, 2023

Dec. 31, 2022

CURRENT ASSETS:

$ 1,154

$ 1,137

1,224

654

Marketable securities

144

Escrow receivable

Other current assets $0 and $1 carried at fair value)

1,311

4,460

Total current assets

3,819

6,466

PROPERTY AND EQUIPMENT – Net

^[1]

3,947

6,608

CURRENT LIABILITIES:

Accounts payable and other accrued liabilities

110

Non-recourse asset-backed debt - current portion

1,376

Interest payable

Lease liabilities - current portion

Total current liabilities

1,505

NON-RECOURSE ASSET-BACKED DEBT – Net of current portion

2,330

3,020

CONVERTIBLE SENIOR NOTES

502

959

LEASE LIABILITIES – Net of current portion

OTHER LIABILITIES

Total liabilities

^[2]

2,927

5,522

COMMITMENTS AND CONTINGENCIES (See Note 14)

SHAREHOLDERS’ EQUITY:

Common stock, $0.0001 par value; 3,000,000,000 shares authorized; 668,592,580 and 637,387,025 shares issued, respectively; 668,592,580 and 637,387,025 shares outstanding, respectively

Additional paid-in capital

4,263

4,148

Accumulated deficit

(3,242)

(3,058)

Accumulated other comprehensive loss

(1)

(4)

Total shareholders’ equity

1,020

1,086

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$ 3,947

$ 6,608

[1]

[2]

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Amortized Cost (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	$ 1,154	$ 1,137	$ 1,327
Unrealized Gains	0	0
Unrealized Losses	(1)	(4)
Fair Value	60
Equity securities	12	11
Equity securities, cash and cash equivalents	0	0
Equity securities, marketable securities	12	11
Total cost basis	1,227	1,285
Total fair value	1,226	1,281
Cash and Cash Equivalents	1,154	1,137
Marketable Securities	72	144
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Cost Basis	61	126
Unrealized Gains	0	0
Unrealized Losses	(1)	(4)
Fair Value	60	122
Debt securities, available-for-sale, cash and cash equivalents	0	0
Debt securities, available-for-sale, marketable securities	60	122
Certificates of deposit
Cash and Cash Equivalents [Line Items]
Cost Basis		9
Unrealized Gains		0
Unrealized Losses		0
Fair Value		9
Debt securities, available-for-sale, cash and cash equivalents		0
Debt securities, available-for-sale, marketable securities		9
Asset-backed securities
Cash and Cash Equivalents [Line Items]
Cost Basis		2
Unrealized Gains		0
Unrealized Losses		0
Fair Value		2
Debt securities, available-for-sale, cash and cash equivalents		0
Debt securities, available-for-sale, marketable securities		2
Cash
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	69	422
Money market funds
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	$ 1,085	$ 715

COMMITMENTS AND CONTINGENCIES	9 Months Ended
COMMITMENTS AND CONTINGENCIES	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Lease Commitments In May 2023, the Company amended its Tempe, Arizona office lease to partially terminate the Company’s obligation with respect to a portion of the leased premises (“Partial Lease Termination”). The Partial Lease Termination resulted in a decrease of undiscounted, future lease payments of $19 million. As a result of the Partial Lease Termination, the Company remeasured its operating lease liabilities and recorded a decrease of $10 million to reflect the reduced lease payments and termination penalties. The Company also recorded a decrease to right-of-use assets of $9 million based on the proportionate decrease in the right-of-use asset, which resulted in a gain of $1 million recognized in general and administrative expense on the consolidated statements of operations for the nine months ended September 30, 2023. Legal Matters From time to time, the Company may be subject to potential liability relating to the ownership and operations of the Company’s properties. Accruals are recorded when the outcome is probable and can be reasonably estimated. There are various claims and lawsuits arising in the normal course of business pending against the Company, some of which seek damages and other relief which, if granted, may require future cash expenditures. In addition, from time to time the Company receives inquiries and audit requests from various government agencies and fully cooperates with these requests. The Company does not believe that it is reasonably possible that the resolution of these matters would result in any liability that would materially affect the Company’s condensed consolidated results of operations or financial condition except as noted below. On October 7, 2022 and November 22, 2022, purported securities class action lawsuits were filed in the United States District Court for the District of Arizona, captioned Alich v. Opendoor Technologies Inc., et al. (Case No. 2:22-cv-01717-JFM) (“Alich”) and Oakland County Voluntary Employee’s Beneficiary Association, et al. v. Opendoor Technologies Inc., et al. (Case No. 2:22-cv-01987-GMS) (“Oakland County”), respectively. The lawsuits were consolidated into a single action, captioned In re Opendoor Technologies Inc. Securities Litigation (Case No. 2:22-CV-01717-MTL). The consolidated amended complaint names as defendants the Company, Social Capital Hedosophia Holdings Corp. II (SCH"), certain of the Company’s current and former officers and directors and the underwriters of a securities offering the Company made in February 2021. The complaint alleges that the Company and certain officers violated Section 10(b) of the Exchange Act and SEC Rule 10b-5, and that the Company, SCH, certain officers and directors and the underwriters violated Section 11 of the Securities Act, in each case by making materially false or misleading statements related to the effectiveness of the Company’s pricing algorithm. The plaintiffs also allege that certain defendants violated Section 20(a) of the Exchange Act and Section 15 of the Securities Act, respectively, which provide for control person liability. The complaint asserts claims on behalf of all persons and entities that purchased, or otherwise acquired, Company common stock between December 21, 2020 and November 3, 2022 or pursuant to offering documents issued in connection with our business combination with SCH and the secondary public offering conducted by the Company in February 2021. The plaintiffs seek class certification, an award of unspecified compensatory damages, an award of interest and reasonable costs and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. The defendants filed motions to dismiss on June 30, 2023, which are pending before the court. We believe that the allegations in the complaint are without merit and we intend to vigorously defend ourselves in the matter. On March 1, 2023 and March 15, 2023, shareholder derivative lawsuits were filed in the United States District Court for the District of Arizona, captioned Carlson v. Rice, et al. (Case No. 2:23-cv-00367-GMS) and Van Dorn v. Wu, et al. (Case No. 2:23-cv-00455-DMF), respectively, which were subsequently consolidated into a single action, captioned Carlson v. Rice (Case No. 2:23-CV-00367-GMS). Plaintiffs voluntarily dismissed the matter on June 22, 2023, and thereafter re-filed complaints in the Court of Chancery of the State of Delaware, captioned Carlson v. Rice, et al. (Case No. 2023-0642) and Van Dorn v. Rice, et al. (Case No. 2023-0643). The cases have been consolidated into a single action, captioned Opendoor Technologies Inc. Stockholder Derivative Litigation (Case No. 2023-0642). On June 29, 2023, a shareholder derivative lawsuit was filed in the United States District Court for the State of Delaware, captioned Juul v. Wu, et al. (Case No. 1:23-cv-00705-UNA). The complaints in each matter are based on the same facts and circumstances as In re Opendoor Technologies Inc. Securities Litigation and name certain officers and directors of the Company as defendants. The defendants are alleged to have violated Section 10(b) of the Exchange Act and SEC Rule 10b-5 and breached fiduciary duties. The plaintiffs seek to maintain the derivative actions on behalf of the Company, an award of unspecified compensatory damages, an order directing the Company to reform its corporate governance and internal procedures, restitutionary relief, an award of interest and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. These derivative actions have been stayed pending further developments in In re Opendoor Technologies Inc. Securities Litigation. On October 13, 2023, a shareholder derivative lawsuit was filed in the United States District Court for the District of Delaware, captioned Woods, et al. v. Bain, et al. (Case No. 1:23-cv-01158-UNA). The complaint is based on facts and circumstances related to In re Opendoor Technologies Inc. Securities Litigation. The plaintiffs have brought claims against certain current and former directors and officers of the Company for breach of fiduciary duty, contribution under Sections 10(b) and 21D of the Exchange Act, SEC Rule 10b-5, violations of Section 14(a) of the Exchange Act, and SEC Rule 14a-9 promulgated thereunder. The plaintiffs seek to maintain the derivative action on behalf of the Company, an award of unspecified compensatory damages, an order directing one of the defendants to disgorge monies allegedly obtained from certain Company stock sale, equitable relief, an award of interest and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. On October 18, 2023, a shareholder derivative lawsuit was filed in the United States District Court for the District of Arizona, captioned Gera v. Palihapitiya, et al. (Case No. 2:23-cv-02164-SMB). The complaint is based on facts and circumstances related to In re Opendoor Technologies Inc. Securities Litigation, and names as defendants certain current and former officers and directors of the Company and SCH Sponsor II LLC. The complaint alleges that the defendants violated Section 14(a) of the Exchange Act, and SEC Rule 14a-9 promulgated thereunder. The plaintiff seeks to maintain the derivative action on behalf of the Company, an award of unspecified compensatory damages, an order directing the Company to reform certain corporate governance and internal procedures, restitution, an award of cost and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper.

SHARE-BASED AWARDS - Fair Value Assumptions (Details) - Employee Stock Purchase Plan - Employee Stock Purchase Plan - $ / shares		9 Months Ended
	Sep. 01, 2023	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility rate, minimum		101.80%
Volatility rate, maximum	119.10%
Risk free rate, minimum		5.06%
Risk free rate, maximum		5.47%
Expected dividend		0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value		$ 0.64
Expected life (in years)		6 months
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value		$ 2.13
Expected life (in years)		1 year

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Other Comprehensive Income [Abstract]
NET LOSS	$ (106)	$ (928)	$ (184)	$ (954)
OTHER COMPREHENSIVE INCOME (LOSS):
Unrealized gain (loss) on marketable securities	1	0	3	(3)
COMPREHENSIVE LOSS	$ (105)	$ (928)	$ (181)	$ (957)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Restructuring and Related Activities [Abstract]

BUSINESS ACQUISITION	9 Months Ended
BUSINESS ACQUISITION	Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]
BUSINESS ACQUISITION	BUSINESS ACQUISITIONOn November 4, 2022, the Company acquired TaxProper Inc. in exchange for $10 million in cash consideration. Acquired intangible assets consist of developed technology valued at $7 million and are being amortized over two years. Goodwill attributed to the TaxProper Inc. acquisition was $2 million.

SHARE-BASED AWARDS - ESPP (Details) - Employee Stock Purchase Plan - Employee Stock Purchase Plan	7 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) purchasePeriod	Sep. 30, 2023 USD ($)	Feb. 28, 2023 shares	Mar. 01, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payroll deductions		15.00%
Calendar year limitation on contributions	$ 25,000	$ 25,000
Number of shares allowed per employee, per offering period (in shares) \| shares			1,000	10,000
Offering period duration	12 months		6 months
Number of shares allowed per purchase period, per offering period (in shares) \| shares				5,000
Number of purchase periods during offering period \| purchasePeriod	2
Duration of purchase periods within offering period	6 months
Common stock discount on shares purchase price	15.00%
Employee payroll contributions with held	$ 1,000,000	1,000,000
Estimated unrecognized compensation expense	$ 2,000,000	$ 2,000,000
Recognized over remaining term of offering period		7 months 6 days

CREDIT FACILITIES AND LONG-TERM DEBT - Asset Backed Senior Credit Facilities (Details) - Revolving Credit Facility - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Oct. 03, 2023
Revolving Facility 2019-2 \| Subsequent Event
Debt Instrument [Line Items]
Borrowing Capacity		$ 550
Multiple Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Term	24 months
Multiple Term Loan Facilities \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Debt instrument, term, withdrawal period, maximum	60 months

RESTRUCTURING

9 Months Ended

Sep. 30, 2023

RESTRUCTURING

RESTRUCTURINGOn April 18, 2023, the Company announced a workforce reduction of approximately 560 employees, representing approximately 22% of our workforce at that time and primarily impacting volume-based roles. We provided post-employment benefits to impacted employees for a total expense of approximately $10 million. The December 31, 2022 balance in restructuring liability is related the reduction in workforce that the Company initiated in November 2022.

The following table presents the activity of the restructuring liability as of September 30, 2023 (in millions):


	September 30, 2023
Balance-December 31, 2022	$	4
Additions charged to expense	10
Cash payments	(14)
Balance-September 30, 2023	$	—

CASH, CASH EQUIVALENTS, AND INVESTMENTS (Tables)

9 Months Ended

Sep. 30, 2023

Cash and Cash Equivalents [Abstract]

Schedule of Available-For-Sale Securities Reconciliation


	September 30, 2023
	Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	69	$	—	$	—	$	69	$	69	$	—

Money market funds	1,085		—		—		1,085		1,085		—

Corporate debt securities	61		—		(1)		60		—		60


Equity securities	12		—		—		12		—		12




Total	$	1,227	$	—	$	(1)	$	1,226	$	1,154	$	72


	December 31, 2022
	Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	422	$	—	$	—	$	422	$	422	$	—
Money market funds	715		—		—		715		715		—

Corporate debt securities	126		—		(4)		122		—		122

Equity securities	11		—		—		11		—		11

Certificates of deposit	9		—		—		9		—		9
Asset-backed securities	2		—		—		2		—		2



Total	$	1,285	$	—	$	(4)	$	1,281	$	1,137	$	144

Schedule of Unrealized Loss on Investments

A summary of debt securities with unrealized losses aggregated by period of continuous unrealized loss is as follows (in millions):


	Less than 12 Months				12 Months or Greater				Total
September 30, 2023	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses

Corporate debt securities	$	—	$	—	$	60	$	(1)	$	60	$	(1)




Total	$	—	$	—	$	60	$	(1)	$	60	$	(1)


	Less than 12 Months				12 Months or Greater				Total
December 31, 2022	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses

Corporate debt securities	$	5	$	—	$	117	$	(4)	$	122	$	(4)
Certificates of deposit	6		—		—		—		6		—

Asset-backed securities	—		—		2		—		2		—

Total	$	11	$	—	$	119	$	(4)	$	130	$	(4)

Scheduled Contractual Maturities of Marketable Securities

The scheduled contractual maturities of debt securities as of September 30, 2023 are as follows (in millions):


September 30, 2023	Fair Value		Within 1 Year		After 1 Year through 5 Years
Corporate debt securities	$	60	$	60	$	—






Total	$	60	$	60	$	—

Schedule of Non- Marketable Equity Securities and Equity Method Investment

A summary of non-marketable equity securities and equity method investment balances as of September 30, 2023 and December 31, 2022 are as follows (in millions):


	September 30, 2023		December 31, 2022
Equity method investments	$	20	$	20
Non-marketable equity securities	—		5
Total	$	20	$	25

RESTRUCTURING - Narrative (Details) $ in Millions	Apr. 18, 2023 USD ($) employee
Restructuring and Related Activities [Abstract]
Number of employees, (approximately) \| employee	560
Reduction in workforce, percent of employees (approximately)	22.00%
Post-employment benefits,(approximately) \| $	$ 10

GOODWILL AND INTANGIBLE ASSETS - Expected Amortization of Intangible Assets (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2023	$ 2
2024	5
Net Carrying Amount	$ 7	$ 12

GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill acquisition cost			$ 0		$ 4,000,000
Goodwill, impairment loss	$ 0	$ 0	0	$ 0
Amortization expense of intangible assets	$ 2,000,000	$ 2,000,000	$ 5,000,000	$ 7,000,000

INCOME TAXES	9 Months Ended
INCOME TAXES	Sep. 30, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company's tax provision and the resulting effective tax rate for interim periods is determined based upon its estimated annual effective tax rate adjusted for the effect of discrete items arising in that quarter. The Company’s provision for income taxes, which was primarily composed of state tax expense, was nominal and $1 million for the three and nine months ended September 30, 2023, respectively, with an effective tax rate of (0.09)% and (0.38)%, respectively. The Company's provision for income taxes was $1 million and $2 million for the three and nine months ended September 30, 2022, respectively, with an effective tax rate of (0.08)% and (0.19)%, respectively. The effective tax rate differs from the U.S. statutory tax rate primarily due to the recording of a full valuation allowance against the net deferred tax assets. The Company evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Based on the Company’s history of operating losses, including a three-year cumulative loss position, the Company believes that based on the weight of available evidence, it is more likely than not that all of the deferred tax assets will not be realized and recorded a full valuation allowance on its net deferred tax assets as of September 30, 2023 and December 31, 2022.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

Schedule of Impairment Loss Recognized

COMMITMENTS AND CONTINGENCIES (Details) - Arizona Office Lease - USD ($) $ in Millions		9 Months Ended
	May 31, 2023	Sep. 30, 2023
Other Commitments [Line Items]
Decrease in future lease liability payments	$ 19
Decrease in operating lease liability	$ 10
Decrease in operating lease right of use asset		$ 9
Gain on settlement of lease liabilities		$ 1

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

The impairment loss recognized during the periods presented is as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
General and administrative	$	1	$	—	$	1	$	—
Technology and development	$	1	$	1	4		1
Total impairment loss	$	2	$	1	$	5	$	1

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Schedule of Contractual Marketable Securities (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Line Items]
Fair Value	$ 60
Within 1 Year	60
After 1 Year through 5 Years	0
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Fair Value	60	$ 122
Within 1 Year	60
After 1 Year through 5 Years	$ 0

REAL ESTATE INVENTORY (Tables)

9 Months Ended

Sep. 30, 2023

Inventory Disclosure [Abstract]

Schedule of Real Estate Inventory


	September 30, 2023		December 31, 2022
Work in progress	$	298	$	891
Finished goods:
Listed for sale	705		2,788
Under contract for sale	308		781
Total real estate inventory	$	1,311	$	4,460

CREDIT FACILITIES AND LONG-TERM DEBT - Capped Calls (Details) $ / shares in Units, $ in Millions	1 Months Ended
	Aug. 31, 2021 USD ($) $ / shares
Debt Instrument [Line Items]
Capped calls cap price premium	100.00%
Call Option
Debt Instrument [Line Items]
Capped calls cost \| $	$ 119
Capped calls strike price (in dollars per share)	$ 19.23
Capped calls cap price (in dollars per share)	$ 29.59

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Schedule of Net Loss Per Share, Basic and Diluted

NET LOSS PER SHARE (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Basic and diluted net loss per share:
Numerator:



Net loss attributable to common shareholders – basic and diluted	$	(106)	$	(928)	$	(184)	$	(954)
Denominator:
Weighted average shares outstanding – basic and diluted	662,149		629,535		651,939		624,581
Basic and diluted net loss per share	$	(0.16)	$	(1.47)	$	(0.28)	$	(1.53)

Schedule of Antidilutive Securities Excluded from Computation of Net Loss Per Share


	Three Months Ended September 30,		Nine Months Ended September 30,
	2023	2022	2023	2022



RSUs	60,317	62,329	60,317	62,329
Options	8,045	11,083	8,045	11,083

Restricted Shares	—	485	—	485
Employee Stock Purchase Plan	2,438	829	2,438	829

Total anti-dilutive securities	70,800	74,726	70,800	74,726

SHARE-BASED AWARDS - Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Number of Options (in thousands)
Beginning balance (in shares) \| shares	10,712
Exercised (in shares) \| shares	(2,304)
Expired (in shares) \| shares	(363)
Ending balance (in shares) \| shares	8,045	10,712
Exercisable (in shares) \| shares	8,045
Weighted- Average Exercise Price
Beginning balance (in dollars per share) \| $ / shares	$ 2.13
Exercised (in dollars per share) \| $ / shares	1.07
Expired (in dollars per share) \| $ / shares	2.87
Ending balance (in dollars per share) \| $ / shares	2.40	$ 2.13
Exercisable (in dollars per share) \| $ / shares	$ 2.40
Weighted-Average Remaining Contractual Term (in years) and Aggregate Intrinsic Value
Weighted-average remaining contractual term (in years), outstanding	3 years 6 months	3 years 6 months
Weighted-average remaining contractual term (in years), exercisable	3 years 6 months
Aggregate intrinsic values \| $	$ 6	$ 1
Exercisable, aggregate intrinsic value \| $	$ 6

FAIR VALUE DISCLOSURES - Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Other current assets:
Mortgages held-for-sale		$ 1
Total assets	$ 72	145
Level 1
Other current assets:
Mortgages held-for-sale		0
Total assets	12	11
Level 2
Other current assets:
Mortgages held-for-sale		1
Total assets	60	134
Level 3
Other current assets:
Mortgages held-for-sale		0
Total assets	0	0
Corporate debt securities
Marketable securities:
Marketable securities	60	122
Corporate debt securities \| Level 1
Marketable securities:
Marketable securities	0	0
Corporate debt securities \| Level 2
Marketable securities:
Marketable securities	60	122
Corporate debt securities \| Level 3
Marketable securities:
Marketable securities	0	0
Equity securities
Marketable securities:
Marketable securities	12	11
Equity securities \| Level 1
Marketable securities:
Marketable securities	12	11
Equity securities \| Level 2
Marketable securities:
Marketable securities	0	0
Equity securities \| Level 3
Marketable securities:
Marketable securities	$ 0	0
Certificates of deposit
Marketable securities:
Marketable securities		9
Certificates of deposit \| Level 1
Marketable securities:
Marketable securities		0
Certificates of deposit \| Level 2
Marketable securities:
Marketable securities		9
Certificates of deposit \| Level 3
Marketable securities:
Marketable securities		0
Asset-backed securities
Marketable securities:
Marketable securities		2
Asset-backed securities \| Level 1
Marketable securities:
Marketable securities		0
Asset-backed securities \| Level 2
Marketable securities:
Marketable securities		2
Asset-backed securities \| Level 3
Marketable securities:
Marketable securities		$ 0

RESTRUCTURING - Summary of Activity in Restructuring Reserves (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Restructuring Reserve [Roll Forward]
Beginning balance			$ 4
Additions charged to expense	$ 0	$ 0	10	$ 0
Cash payments			(14)
Ending balance	$ 0		$ 0

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Summary of Debt Securities (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Line Items]
Fair Value, Less than 12 Months	$ 0	$ 11
Unrealized Losses, Less than 12 Months	0	0
Fair Value, 12 Months or Greater	60	119
Unrealized Losses 12 Months or Greater	(1)	(4)
Fair Value, Total	60	130
Unrealized Losses, Total	(1)	(4)
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Fair Value, Less than 12 Months	0	5
Unrealized Losses, Less than 12 Months	0	0
Fair Value, 12 Months or Greater	60	117
Unrealized Losses 12 Months or Greater	(1)	(4)
Fair Value, Total	60	122
Unrealized Losses, Total	$ (1)	(4)
Certificates of deposit
Cash and Cash Equivalents [Line Items]
Fair Value, Less than 12 Months		6
Unrealized Losses, Less than 12 Months		0
Fair Value, 12 Months or Greater		0
Unrealized Losses 12 Months or Greater		0
Fair Value, Total		6
Unrealized Losses, Total		0
Asset-backed securities
Cash and Cash Equivalents [Line Items]
Fair Value, Less than 12 Months		0
Unrealized Losses, Less than 12 Months		0
Fair Value, 12 Months or Greater		2
Unrealized Losses 12 Months or Greater		0
Fair Value, Total		2
Unrealized Losses, Total		$ 0

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net loss	$ (106)	$ (928)	$ (184)	$ (954)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Property, Plant and Equipment [Abstract]

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Non-marketable Equity Securities and Equity Method Investment (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Abstract]
Equity method investments	$ 20	$ 20
Non-marketable equity securities	0	5
Total	$ 20	$ 25

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
REVENUE	$ 980	$ 3,361	$ 6,076	$ 12,710
COST OF REVENUE	884	3,786	5,661	12,114
GROSS PROFIT (LOSS)	96	(425)	415	596
OPERATING EXPENSES:
Sales, marketing and operations	85	260	397	812
General and administrative	48	85	158	323
Technology and development	42	40	121	121
Restructuring	0	0	10	0
Total operating expenses	175	385	686	1,256
LOSS FROM OPERATIONS	(79)	(810)	(271)	(660)
GAIN ON EXTINGUISHMENT OF DEBT	0	0	182	0
INTEREST EXPENSE	(47)	(115)	(174)	(272)
OTHER INCOME (LOSS) – Net	20	(2)	80	(20)
LOSS BEFORE INCOME TAXES	(106)	(927)	(183)	(952)
INCOME TAX EXPENSE	0	(1)	(1)	(2)
NET LOSS	$ (106)	$ (928)	$ (184)	$ (954)
Net loss per share attributable to common shareholders:
Basic (in dollars per share)	$ (0.16)	$ (1.47)	$ (0.28)	$ (1.53)
Diluted (in dollars per share)	$ (0.16)	$ (1.47)	$ (0.28)	$ (1.53)
Weighted-average shares outstanding:
Basic (in shares)	662,149,000	629,535,000	651,939,000	624,581,000
Diluted (in shares)	662,149,000	629,535,000	651,939,000	624,581,000

REAL ESTATE INVENTORY - Schedule of Real Estate Inventory (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Work in progress	$ 298	$ 891
Finished goods:
Listed for sale	705	2,788
Under contract for sale	308	781
Total real estate inventory	$ 1,311	$ 4,460

PROPERTY AND EQUIPMENT

9 Months Ended

Sep. 30, 2023

PROPERTY AND EQUIPMENT

Property and equipment as of September 30, 2023 and December 31, 2022, consisted of the following (in millions):


	September 30, 2023		December 31, 2022
Internally developed software	$	117	$	105
Security systems	19		18
Computers	12		13
Software implementation costs	4		4
Office equipment	3		3
Furniture and fixtures	2		3
Leasehold improvements	2		2
Total	159		148
Accumulated depreciation and amortization	(91)		(90)
Property and equipment – net	$	68	$	58

Depreciation and amortization expense of $8 million and $27 million was recorded for the three and nine months ended September 30, 2023, respectively. Depreciation and amortization expense of $10 million and $28 million was recorded for the three and nine months ended September 30, 2022, respectively.

SHARE-BASED AWARDS (Tables)

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Summary of the Stock Option Activity

A summary of the stock option activity for the nine months ended September 30, 2023, is as follows:


	Number of Options (in thousands)	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in millions)
Balance-December 31, 2022	10,712	$	2.13	3.5	$	1

Exercised	(2,304)	1.07

Expired	(363)	2.87
Balance-September 30, 2023	8,045	$	2.40	3.5	$	6
Exercisable-September 30, 2023	8,045	$	2.40	3.5	$	6

Summary of the RSU Activity

A summary of the RSU activity for the nine months ended September 30, 2023, is as follows:


	Number of RSUs (in thousands)	Weighted- Average Grant-Date Fair Value
Unvested and outstanding-December 31, 2022	54,547	$	10.29
Granted	45,022	1.73
Vested	(26,749)	5.29
Forfeited	(12,503)	11.75
Unvested and outstanding-September 30, 2023	60,317	$	4.17

Summary of Assumptions Used in the Black-Scholes Model for Employee and Non-Employee Stock Options



	Nine Months Ended September 30, 2023
Fair value	$0.64 – $2.13
Volatility	101.8% - 119.1%
Risk-free rate	5.06% – 5.47%
Expected life (in years)	0.5 – 1.0
Expected dividend	$	—

Summary of Stock-Based Compensation Expense in the Statements of Operations


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
General and administrative	$	15	$	38	$	47	$	132
Sales, marketing and operations	4		5		12		14
Technology and development	12		9		35		32
Total stock-based compensation expense	$	31	$	52	$	94	$	178

SHARE-BASED AWARDS - Expense and Capitalized (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 31	$ 52	$ 94	$ 178
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	15	38	47	132
Sales, marketing and operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	4	5	12	14
Technology and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 12	$ 9	$ 35	$ 32

INCOME TAXES (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
INCOME TAXES (Details) - USD ($) $ in Millions	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income tax provision (current year less than)	$ 0	$ 1	$ 1	$ 2
Effective tax rate	(0.09%)	(0.08%)	(0.38%)	(0.19%)

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.