Group 1: Earnings Performance - IAC reported quarterly earnings of $2.57 per share, significantly beating the Zacks Consensus Estimate of a loss of $0.3 per share, representing an earnings surprise of +956.67% [1] - The company posted revenues of $586.93 million for the quarter ended June 2025, missing the Zacks Consensus Estimate by 2.53%, and down from $949.53 million year-over-year [2] Group 2: Market Performance - IAC shares have declined approximately 10% since the beginning of the year, contrasting with the S&P 500's gain of 6.1% [3] - The current Zacks Rank for IAC is 4 (Sell), indicating expectations of underperformance in the near future [6] Group 3: Future Outlook - The consensus EPS estimate for the upcoming quarter is breakeven on revenues of $615.9 million, while for the current fiscal year, it is -$2.47 on revenues of $2.48 billion [7] - The outlook for the industry, specifically the Diversified Operations sector, is currently in the top 21% of Zacks industries, suggesting potential positive impacts on stock performance [8]

PART I. FINANCIAL INFORMATION This section presents IAC Inc.'s unaudited consolidated financial statements and management's discussion and analysis of financial condition and results of operations [Item 1. Consolidated Financial Statements](index=3&type=page&id=Item%201.%20Consolidated%20Financial%20Statements) This section presents IAC Inc.'s unaudited consolidated financial statements, including the balance sheet, statement of operations, comprehensive operations, shareholders' equity, and cash flows, along with detailed notes explaining significant accounting policies, financial instruments, debt, segment information, income taxes, and discontinued operations [Consolidated Balance Sheet](index=3&type=section&id=Consolidated%20Balance%20Sheet) This statement provides a snapshot of the company's assets, liabilities, and shareholders' equity at specific points in time Balance Sheet Summary | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :----------------------------- | :------------------------------- | | Total Assets | $7,360,395 | $9,688,644 | | Total Liabilities | $2,417,883 | $3,384,500 | | Total Shareholders' Equity | $4,937,503 | $6,278,973 | - **Total assets** **decreased** by approximately **$2.3 billion**, and **total liabilities** **decreased** by approximately **$966 million** from December 31, 2024, to June 30, 2025. **Total shareholders' equity** also **decreased** by approximately **$1.3 billion**[10](index=10&type=chunk) [Consolidated Statement of Operations](index=4&type=section&id=Consolidated%20Statement%20of%20Operations) This statement details the company's revenues, expenses, and net earnings or losses over specific reporting periods Statement of Operations Summary | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Revenue | $586,928 | $634,393 | $1,157,417 | $1,258,683 | | Operating income (loss) | $575 | $(21,489) | $36,351 | $(84,910) | | Net earnings (loss) attributable to IAC shareholders | $211,452 | $(142,232) | $(5,353) | $(97,201) |\n| Basic earnings (loss) per share | $2.64 | $(1.71) | $(0.07) | $(1.17) |\n| Diluted earnings (loss) per share | $2.57 | $(1.71) | $(0.07) | $(1.17) | - **Revenue** **decreased** by **7%** for the three months ended June 30, 2025, and by **8%** for the six months ended June 30, 2025, compared to the prior year periods. The company reported a **significant turnaround** in **net earnings attributable to IAC shareholders**, moving from a **loss** of **$(142,232) thousand** in Q2 2024 to a **gain** of **$211,452 thousand** in Q2 2025[12](index=12&type=chunk) [Consolidated Statement of Comprehensive Operations](index=5&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Operations) This statement presents net earnings alongside other comprehensive income or loss components, reflecting total non-owner changes in equity Statement of Comprehensive Operations Summary | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Net earnings (loss) | $210,633 | $(141,467) | $(3,935) | $(96,495) | | Total other comprehensive (loss) income, net of income taxes | $(109) | $377 | $1,105 | $4,270 | | Comprehensive income (loss) attributable to IAC shareholders | $211,343 | $(141,814) | $(4,681) | $(92,736) | - **Comprehensive income attributable to IAC shareholders** **significantly improved** from a **loss** of **$(141,814) thousand** in Q2 2024 to an **income** of **$211,343 thousand** in Q2 2025[14](index=14&type=chunk) [Consolidated Statement of Shareholders' Equity](index=6&type=section&id=Consolidated%20Statement%20of%20Shareholders%27%20Equity) This statement outlines the changes in each component of shareholders' equity, including common stock, retained earnings, and other comprehensive income Shareholders' Equity Summary | Metric | Balance at December 31, 2024 (in thousands) | Balance at June 30, 2025 (in thousands) | | :----------------------------------- | :---------------------------------------- | :-------------------------------------- | | Total IAC shareholders' equity | $5,577,898 | $4,911,092 | | Noncontrolling interests | $701,075 | $26,411 | | Total shareholders' equity | $6,278,973 | $4,937,503 | - **Total IAC shareholders' equity** **decreased** by **$666.8 million** from December 31, 2024, to June 30, 2025. **Noncontrolling interests** saw a **substantial decrease** of **$674.6 million**, primarily **due to** the **Angi Inc. spin-off**[10](index=10&type=chunk)[17](index=17&type=chunk)[28](index=28&type=chunk) [Consolidated Statement of Cash Flows](index=8&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) This statement categorizes cash inflows and outflows from operating, investing, and financing activities, showing changes in liquidity Cash Flow Summary | Cash Flow Activity | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Operating activities attributable to continuing operations | $(2,691) | $60,155 | | Investing activities attributable to continuing operations | $(374,421) | $244,038 | | Financing activities attributable to continuing operations | $(298,694) | $(24,098) | | Net (decrease) increase in cash and cash equivalents and restricted cash | $(703,796) | $319,760 | - **Net cash from operating activities** for continuing operations **shifted from** a **positive** **$60.2 million** in H1 2024 **to a negative** **$(2.7) million** in H1 2025. **Investing activities** saw a **significant outflow** of **$(374.4) million** in H1 2025, primarily **due to** the **Angi Inc. spin-off cash distribution**, **compared to** an **inflow** of **$244.0 million** in H1 2024. **Financing activities** also **resulted in a larger cash outflow** of **$(298.7) million** in H1 2025, **mainly due to principal payments** on Term Loans and **treasury stock repurchases**[23](index=23&type=chunk)[231](index=231&type=chunk)[232](index=232&type=chunk) [Note 1—The Company and Summary of Significant Accounting Policies](index=9&type=section&id=Note%201%E2%80%94The%20Company%20and%20Summary%20of%20Significant%20Accounting%20Policies) This note describes IAC Inc.'s business, recent corporate changes like the Angi spin-off, and the key accounting principles applied in its financial statements - **IAC Inc.** is comprised of category-leading businesses like **People Inc.** (formerly Dotdash Meredith Inc.) and **Care.com**, and holds strategic equity positions in **MGM Resorts International** and **Turo Inc.**[27](index=27&type=chunk)[155](index=155&type=chunk) - On March 31, 2025, **IAC** completed the **spin-off of Angi Inc.**, making **Angi** an **independent public company**. **Angi's operations** are now presented as **discontinued operations** in **IAC's** consolidated financial statements for periods prior to the **spin-off**[28](index=28&type=chunk)[157](index=157&type=chunk) - **Revenue from Google** represented **16%** of **total revenue** for both the three and six months ended June 30, 2025, **down from** **20%** in the prior year periods. The **Services Agreement with Google** was extended to March 31, 2026, with **potential impacts on Search revenue** **due to changes in economic terms** effective April 1, 2025[44](index=44&type=chunk)[45](index=45&type=chunk)[168](index=168&type=chunk)[169](index=169&type=chunk) Deferred Revenue | Deferred Revenue | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Balance at January 1 | $56,633 | $93,683 | | Balance at June 30 | $65,074 | $69,433 | [Note 2—Financial Instruments and Fair Value Measurements](index=12&type=section&id=Note%202%E2%80%94Financial%20Instruments%20and%20Fair%20Value%20Measurements) This note details the company's financial instruments, including investments in MGM and Turo, and their fair value measurement and related impacts Investment in MGM Resorts International | Investment in MGM | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :----------------------------- | :------------------------------- | | Carrying Value | $2,225,844 | $2,242,672 | - **IAC** owns **23.8%** of **MGM Resorts International** common shares and accounts for this investment using the fair value option. For the three months ended June 30, 2025, the Company recorded an **unrealized pre-tax gain** of **$307.4 million** on its **MGM investment**, **compared to** a **loss** of **$179.3 million** in the prior year period. The **cumulative unrealized net pre-tax gain** through June 30, 2025, is **$962.0 million**[52](index=52&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk) Long-term Investments | Long-term Investments | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :----------------------------- | :------------------------------- | | Equity securities without readily determinable fair values | $409,574 | $438,534 | - The Company **net settled its Turo warrant** on July 23, 2024, for **4.5 million shares** of Series E-2 preferred stock, reclassifying its fair value of **$70.0 million** to **equity securities without readily determinable fair values**[63](index=63&type=chunk) [Note 3—Long-term Debt](index=16&type=section&id=Note%203%E2%80%94Long-term%20Debt) This note provides information on the company's long-term debt, including refinancing activities, interest rates, and compliance with debt covenants Long-term Debt Breakdown | Debt Type | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :----------------------------- | :------------------------------- | | Term Loan A-1 due May 14, 2030 | $350,000 | — | | Term Loan B-2 due June 16, 2032 | $700,000 | — | | 7.625% Senior Secured Notes due June 15, 2032 | $400,000 | — | | Term Loan A due December 1, 2026 | — | $297,500 | | Term Loan B-1 due December 1, 2028 | — | $1,182,500 | | Total long-term debt | $1,450,000 | $1,480,000 | - **People Inc.** completed a **debt refinancing** in Q2 2025, replacing existing Term Loans with new Term Loan A-1 (**$350M**), Term Loan B-2 (**$700M**), and **7.625% Senior Secured Notes** (**$400M**), extending maturity dates and **resulting in a net debt decrease** of **$21.3 million**. The **refinancing** also included a new **$150 million revolving credit facility**[69](index=69&type=chunk)[170](index=170&type=chunk)[237](index=237&type=chunk) - **People Inc.** maintains **interest rate swaps** with a notional amount of **$350 million** to hedge a portion of its variable-rate Term Loan B-2, synthetically converting it to a **fixed rate** of approximately **7.32%** until April 1, 2027[81](index=81&type=chunk)[253](index=253&type=chunk) - The governing agreements require **People Inc.** to maintain a **consolidated net leverage ratio** of **no greater than 5.5 to 1.0**, and its **ratio was less than 4.0 to 1.0** as of June 30, 2025. **IAC contributed** **$80 million** to **People Inc.** in June 2025, which was subsequently **distributed** to **IAC** in July 2025, **improving People Inc.'s leverage ratio** and **reducing interest rates**[73](index=73&type=chunk)[74](index=74&type=chunk)[247](index=247&type=chunk) [Note 4—Accumulated Other Comprehensive Loss](index=19&type=section&id=Note%204%E2%80%94Accumulated%20Other%20Comprehensive%20Loss) This note presents the components of accumulated other comprehensive income or loss, such as foreign currency translation adjustments and unrealized gains or losses on derivatives Accumulated Other Comprehensive Loss Components | Component | Balance at January 1, 2025 (in thousands) | Balance at June 30, 2025 (in thousands) | | :----------------------------------- | :---------------------------------------- | :-------------------------------------- | | Foreign Currency Translation Adjustment | $(12,703) | $(9,799) | | Unrealized Gains (Losses) On Interest Rate Swaps | $1,307 | $(1,303) |\n| Total Accumulated Other Comprehensive (Loss) Income | $(11,396) | $(11,102) | - **Accumulated other comprehensive loss** slightly **decreased** from **$(11,396) thousand** at January 1, 2025, to **$(11,102) thousand** at June 30, 2025. This change was primarily **driven by** a **positive foreign currency translation adjustment**, partially **offset by unrealized losses on interest rate swaps**[86](index=86&type=chunk) [Note 5—Segment Information](index=20&type=section&id=Note%205%E2%80%94Segment%20Information) This note disaggregates the company's financial performance by its operating segments, including People Inc., Care.com, and Search Revenue by Segment | Segment | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | People Inc. Total | $427,370 | $425,161 | $820,441 | $815,701 | | Care.com | $82,020 | $87,650 | $170,872 | $180,177 | | Search | $61,690 | $101,756 | $132,019 | $210,229 | | Emerging & Other | $15,877 | $19,886 | $34,164 | $53,900 | | Total Revenue | $586,928 | $634,393 | $1,157,417 | $1,258,683 | Adjusted EBITDA by Segment | Segment Adjusted EBITDA | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | People Inc. Total | $69,621 | $66,424 | $149,912 | $96,666 | | Care.com | $5,839 | $2,695 | $20,333 | $19,128 | | Search | $5,101 | $4,645 | $8,110 | $9,022 | | Emerging & Other | $(6,338) | $(6,507) | $(10,856) | $(27,146) | | Total Segment Adjusted EBITDA | $74,223 | $67,257 | $167,499 | $97,670 | - **People Inc. revenue increased** **1%** for both the three and six months ended June 30, 2025, **driven by Digital growth** (**9%** and **8%** respectively) **offsetting Print declines** (**9%** and **8%** respectively). **Search revenue decreased significantly** by **39%** and **37%** for the three and six months, respectively, **due to** channel mix and **reduced marketing through affiliate partners**[92](index=92&type=chunk)[172](index=172&type=chunk)[174](index=174&type=chunk) - **Total Segment Adjusted EBITDA increased** by **15%** for the three months and **103%** for the six months ended June 30, 2025, primarily **due to People Inc.'s improved performance**, **including** a **$36.2 million gain from a lease termination**[98](index=98&type=chunk)[199](index=199&type=chunk) [Note 6—Pension and Post-retirement Benefit Plans](index=26&type=section&id=Note%206%E2%80%94Pension%20and%20Post-retirement%20Benefit%20Plans) This note outlines the net periodic benefit costs and obligations associated with the company's pension and post-retirement benefit plans Net Periodic Benefit Cost (Credit) | Net Periodic Benefit Cost (Credit) | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Pension Domestic | $77 | $(596) | $114 | $(643) | | Pension International | $12 | $(1) | $24 | $(1) | | Post-Retirement Domestic | $53 | $52 | $106 | $103 | - **Net periodic benefit cost** for domestic pension plans **shifted from** a credit of **$(596) thousand** in Q2 2024 **to a cost of** **$77 thousand** in Q2 2025, and **from** a credit of **$(643) thousand** in H1 2024 **to a cost of** **$114 thousand** in H1 2025[105](index=105&type=chunk) [Note 7—Income Taxes](index=26&type=section&id=Note%207%E2%80%94Income%20Taxes) This note details the company's income tax provision or benefit, effective tax rates, and unrecognized tax benefits Income Tax Metrics | Income Tax Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Income tax (provision) benefit | $(63,040) thousand | $40,432 thousand | $16,194 thousand | $(6,095) thousand | | Effective income tax rate | 23% | 22% | 46% | N/A (provision despite loss) | - For Q2 2025, the Company recorded an **income tax provision** of **$63.0 million** (**23% effective rate**), **higher than** the statutory rate **due to deferred tax adjustments**, state taxes, and **research credits**. For H1 2025, an **income tax benefit** of **$16.2 million** (**46% effective rate**) was recorded, **influenced by nontaxable stock-based compensation expense reversal due to** the former CEO's **restricted stock award forfeiture**[109](index=109&type=chunk)[207](index=207&type=chunk)[209](index=209&type=chunk) - **Unrecognized tax benefits**, **including** interest and penalties, **increased to** **$15.9 million** at June 30, 2025, **from** **$14.6 million** at December 31, 2024, primarily **due to research credits**. The Company **expects a potential decrease** of **$0.3 million** by June 30, 2026, **from** settlements and statute expirations[113](index=113&type=chunk) [Note 8—Earnings (Loss) Per Share](index=28&type=section&id=Note%208%E2%80%94Earnings%20%28Loss%29%20Per%20Share) This note explains the calculation of basic and diluted earnings per share, including factors affecting share count and net earnings Earnings (Loss) Per Share | EPS Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Basic EPS | $2.64 | $(1.71) | $(0.07) | $(1.17) | | Diluted EPS | $2.57 | $(1.71) | $(0.07) | $(1.17) | - **Basic and diluted EPS significantly improved from losses** in Q2 2024 **to positive earnings** in Q2 2025. The calculation of EPS for 2025 was **impacted by** the **forfeiture of the former CEO's restricted stock award** on January 13, 2025, which was a **participating security**[117](index=117&type=chunk)[122](index=122&type=chunk)[124](index=124&type=chunk) [Note 9—Financial Statement Details](index=31&type=section&id=Note%209%E2%80%94Financial%20Statement%20Details) This note provides additional disaggregated information for various balance sheet and income statement line items, such as cash and other income Cash & Equivalents | Cash & Equivalents | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :----------------------------- | :------------------------------- | | Cash and cash equivalents | $1,093,866 | $1,381,736 | | Total cash and cash equivalents and restricted cash | $1,103,459 | $1,807,255 | - **Total cash and cash equivalents and restricted cash decreased** by **$703.8 million** from December 31, 2024, to June 30, 2025[127](index=127&type=chunk) Allowance for Credit Losses | Allowance for Credit Losses | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Balance at January 1 | $7,409 | $7,695 | | Balance at June 30 | $6,745 | $6,243 | Other Income, Net | Other Income, Net | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Interest income | $11,270 | $16,962 | $25,734 | $33,850 | | Net (downward) upward adjustments to equity securities and net gain (loss) on sales of investments and businesses | $(11,219) | $2,262 | $(18,845) | $28,203 | | Unrealized increase in the estimated fair value of a warrant | — | $30,624 | — | $20,393 | | Total Other income, net | $2,828 | $50,123 | $10,516 | $80,444 | [Note 10—Contingencies](index=33&type=section&id=Note%2010%E2%80%94Contingencies) This note describes the company's exposure to various legal proceedings and contingent liabilities, and management's assessment of their potential impact - The Company is subject to various **lawsuits and contingent matters** in the ordinary course of business. Accruals are established when an **unfavorable outcome is probable and estimable**. Management believes current claims will **not materially impact liquidity, results, or financial condition**, but acknowledges **inherent uncertainties**[132](index=132&type=chunk) [Note 11—Related Party Transactions](index=33&type=section&id=Note%2011%E2%80%94Related%20Party%20Transactions) This note discloses transactions and relationships with entities considered related parties, including Angi, Vimeo, and Expedia Group - Following the **Angi spin-off** on March 31, 2025, **Angi is no longer considered a related party**, though certain **pre-existing agreements** (e.g., services agreement, employee matters agreement) **survive the Distribution**[137](index=137&type=chunk)[139](index=139&type=chunk)[140](index=140&type=chunk) - **IAC** and **Vimeo Inc.** remain **related parties** **due to common beneficial ownership** by Mr. Diller, with certain **separation and commercial agreements** still in effect[142](index=142&type=chunk) - **IAC** and **Expedia Group** are **related parties** **due to** Mr. Diller's role as Chairman and Senior Executive for both. They **share ownership and costs** for two aircraft and have a five-year **lease agreement** for office space in **IAC's** New York City headquarters, with payments **not material** for the reported periods[144](index=144&type=chunk)[146](index=146&type=chunk)[147](index=147&type=chunk) [Note 12—Discontinued Operations](index=35&type=section&id=Note%2012%E2%80%94Discontinued%20Operations) This note presents the financial results and related information for business segments that have been divested or spun off, such as Angi Inc - **Angi Inc.** is presented as **discontinued operations** in **IAC's** consolidated financial statements for all periods prior to its **spin-off** on March 31, 2025. The Company does **not expect significant cash flows from discontinued operations post-Distribution**[150](index=150&type=chunk)[236](index=236&type=chunk) Discontinued Operations Financials | Metric | January 1 through March 31, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Revenue | $245,913 | $315,134 | $620,524 | | Operating income from discontinued operations | $20,358 | $9,490 | $13,733 | | Earnings (loss) from discontinued operations, net of tax | $15,313 | $3,225 | $(1,247) | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=page&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on IAC's financial performance, condition, and liquidity for the three and six months ended June 30, 2025, compared to the prior year. It details revenue and expense trends across segments, discusses the Angi spin-off, and outlines the company's financial position, cash flows, debt, and capital resources [General](index=38&type=section&id=GENERAL) This section provides an overview of recent corporate developments, including rebranding, spin-offs, and key agreements impacting the company's operations - **Dotdash Meredith Inc.** was **rebranded 'People Inc.'** on July 31, 2025, and is a **key component** of **IAC's** category-leading businesses, alongside **Care.com** and **strategic equity positions** in **MGM** and **Turo**[155](index=155&type=chunk) - The **spin-off of Angi Inc.** was completed on March 31, 2025, making **Angi** an **independent public company** and **reclassifying its operations as discontinued** in **IAC's** financial statements prior to that date[157](index=157&type=chunk) - The **Services Agreement with Google** was **amended and extended** to March 31, 2026, with **potential impacts on Search revenue due to changes in economic terms** effective April 1, 2025[168](index=168&type=chunk)[169](index=169&type=chunk) [Results of Operations for the Three and Six Months Ended June 30, 2025 Compared to the Three and Six Months Ended June 30, 2024](index=43&type=section&id=Results%20of%20Operations%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202025%20Compared%20to%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202024) This section analyzes the company's revenue and expense trends across its segments for the current and prior year periods, highlighting key performance drivers Revenue Performance by Segment | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | % Change (QoQ) | H1 2025 (in thousands) | H1 2024 (in thousands) | % Change (YoY) | | :----------------------------------- | :--------------------- | :--------------------- | :------------- | :--------------------- | :--------------------- | :------------- | | Total Revenue | $586,928 | $634,393 | (7)% | $1,157,417 | $1,258,683 | (8)% | | People Inc. Revenue | $427,370 | $425,161 | 1% | $820,441 | $815,701 | 1% | | Care.com Revenue | $82,020 | $87,650 | (6)% | $170,872 | $180,177 | (5)% | | Search Revenue | $61,690 | $101,756 | (39)% | $132,019 | $210,229 | (37)% | | Emerging & Other Revenue | $15,877 | $19,886 | (20)% | $34,164 | $53,900 | (37)% | - **People Inc. Digital revenue increased** by **9%** in Q2 2025 and **8%** in H1 2025, **driven by advertising, performance marketing, and licensing revenue**, **including** contributions from the **OpenAI Partnership**. **Print revenue declined** by **9%** in Q2 2025 and **8%** in H1 2025 **due to portfolio optimization** and **audience migration to digital**[172](index=172&type=chunk)[174](index=174&type=chunk) - **Search revenue decreased significantly due to reduced traffic acquisition costs** and **lower revenue from affiliate partners**, as well as a **decline in search queries from legacy business-to-business operations**[172](index=172&type=chunk)[174](index=174&type=chunk)[175](index=175&type=chunk) Operating Expenses | Expense Category | Q2 2025 (in thousands) | Q2 2024 (in thousands) | % Change (QoQ) | H1 2025 (in thousands) | H1 2024 (in thousands) | % Change (YoY) | | :----------------------------------- | :--------------------- | :--------------------- | :------------- | :--------------------- | :--------------------- | :------------- | | Cost of revenue | $201,971 | $253,351 | (20)% | $407,254 | $512,818 | (21)% | | Selling and marketing expense | $185,825 | $177,311 | 5% | $366,739 | $365,388 | 0% | | General and administrative expense | $117,343 | $126,006 | (7)% | $180,167 | $253,478 | (29)% | | Product development expense | $49,826 | $53,380 | (7)% | $100,039 | $116,623 | (14)% | | Depreciation | $7,980 | $9,124 | (13)% | $19,926 | $21,848 | (9)% | | Amortization of intangibles | $23,408 | $36,710 | (36)% | $46,941 | $73,438 | (36)% | - **Operating income significantly improved from a loss** of **$(21.5) million** in Q2 2024 **to an income** of **$0.6 million** in Q2 2025, and **from a loss** of **$(84.9) million** in H1 2024 **to an income** of **$36.4 million** in H1 2025. This was **driven by decreases in amortization of intangibles, depreciation, and stock-based compensation expense**, **along with** an **increase in Adjusted EBITDA**[192](index=192&type=chunk)[194](index=194&type=chunk)[195](index=195&type=chunk) Adjusted EBITDA Performance | Adjusted EBITDA | Q2 2025 (in thousands) | Q2 2024 (in thousands) | % Change (QoQ) | H1 2025 (in thousands) | H1 2024 (in thousands) | % Change (YoY) | | :----------------------------------- | :--------------------- | :--------------------- | :------------- | :--------------------- | :--------------------- | :------------- | | Total Segment Adjusted EBITDA | $74,223 | $67,257 | 15% | $167,499 | $97,670 | 71% | | Corporate Adjusted EBITDA loss | $(22,785) | $(22,485) | (1)% | $(65,206) | $(47,357) | (38)% | | Total Adjusted EBITDA | $51,438 | $44,772 | 15% | $102,293 | $50,313 | 103% | - **Total Adjusted EBITDA increased** by **15%** in Q2 2025 and **103%** in H1 2025, primarily **due to People Inc.'s improved performance**, **including** a **$36.2 million gain from a lease termination**, and **Care.com's increased Adjusted EBITDA due to lower legal accruals**[199](index=199&type=chunk) - **Interest expense increased** in Q2 2025 **due to** an **$8.5 million extinguishment loss from debt refinancing** and **interest on new 2032 Notes**, partially **offset by lower interest rates and debt outstanding**. For H1 2025, **interest expense decreased due to lower rates and debt**, **despite** the **extinguishment loss**[201](index=201&type=chunk)[202](index=202&type=chunk) - The Company recorded a **significant unrealized pre-tax gain** of **$307.4 million** on its **MGM investment** in Q2 2025, a **substantial improvement from a loss** of **$179.3 million** in Q2 2024[203](index=203&type=chunk) [Principles of Financial Reporting](index=56&type=section&id=PRINCIPLES%20OF%20FINANCIAL%20REPORTING) This section explains the non-GAAP financial measures used by management, such as Adjusted EBITDA, and their reconciliation to GAAP results - **Adjusted EBITDA** is a **non-GAAP financial measure** used as the **primary segment measure of profitability**, **excluding stock-based compensation, depreciation, and acquisition-related items** (**amortization of intangibles, goodwill/intangible asset impairments, and contingent consideration fair value changes**)[215](index=215&type=chunk)[216](index=216&type=chunk) - The Company provides **Adjusted EBITDA** to offer investors the same tools used internally for performance analysis, emphasizing that it should be considered **supplementary to GAAP results**[215](index=215&type=chunk) [Financial Position, Liquidity and Capital Resources](index=61&type=section&id=FINANCIAL%20POSITION%2C%20LIQUIDITY%20AND%20CAPITAL%20RESOURCES) This section assesses the company's financial health, including cash position, debt levels, cash flow activities, and capital allocation strategies Cash & Debt Position | Cash & Debt | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :----------------------------- | :------------------------------- | | Total cash and cash equivalents | $1,093,866 | $1,381,736 | | Total long-term debt | $1,450,000 | $1,480,000 | - The Company's **consolidated cash and cash equivalents decreased to** **$1.1 billion** at June 30, 2025, **from** **$1.38 billion** at December 31, 2024. **People Inc.** holds **$262.7 million** of this cash, which **IAC may not freely access due to debt covenants**[228](index=228&type=chunk)[246](index=246&type=chunk) - **Net cash used in operating activities attributable to continuing operations** was **$(2.7) million** for H1 2025, a **decrease from $60.2 million provided** in H1 2024, primarily **due to changes in working capital and non-cash adjustments**[229](index=229&type=chunk)[230](index=230&type=chunk) - **Investing activities for continuing operations resulted in a net cash outflow** of **$(374.4) million** in H1 2025, **largely due to a $386.6 million cash distribution related to the Angi spin-off**. **Financing activities used** **$(298.7) million**, **including $1.4 billion in Term Loan principal payments** and **$200.0 million for treasury stock repurchases**[231](index=231&type=chunk)[232](index=232&type=chunk) - **IAC repurchased 4.5 million shares of common stock** for **$200.0 million** in H1 2025, with **9.2 million shares remaining under the 2025 Share Authorization** as of August 1, 2025[241](index=241&type=chunk) - The Company **expects 2025 capital expenditures to increase** by **30% to 40%** **compared to $15.0 million** in 2024, **mainly due to capitalized software at People Inc.**[244](index=244&type=chunk) - Management believes **existing cash, cash equivalents, and expected positive cash flows will be sufficient to fund operating requirements for the foreseeable future**, but **may need additional financing for acquisitions or to refinance existing capital**[249](index=249&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=63&type=page&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section discusses the Company's exposure to market risks, specifically equity price risk related to its investment in MGM Resorts International and interest rate risk associated with its variable-rate long-term debt - **IAC's investment in MGM Resorts International** (**23.8% ownership**, **$2.2 billion carrying value** at June 30, 2025) **exposes it to equity price risk**. A **$2.00 change** in **MGM's** share price **would result in a $129.4 million unrealized gain or loss**[250](index=250&type=chunk)[251](index=251&type=chunk) - The Company's **$1.05 billion variable-rate Term Loans** (part of **People Inc.'s $1.45 billion debt**) **expose it to interest rate risk**. **Interest rate swaps hedge $350 million** of this debt to a **fixed rate**. A **100 basis point change in SOFR would impact annual interest expense** by **$7.0 million**, **net of the swap's effect**[252](index=252&type=chunk)[253](index=253&type=chunk)[254](index=254&type=chunk) [Item 4. Controls and Procedures](index=64&type=page&id=Item%204.%20Controls%20and%20Procedures) Management, including the Chairman and Senior Executive and CFO, evaluated the effectiveness of the Company's disclosure controls and procedures, concluding they were effective as of June 30, 2025. No material changes to internal control over financial reporting occurred during the quarter - The Company's **disclosure controls and procedures were deemed effective as of June 30, 2025**, following an **evaluation by management**, **including** the **Chairman and Senior Executive and CFO**[255](index=255&type=chunk) - **No material changes to the Company's internal control over financial reporting** occurred during the quarter ended June 30, 2025[256](index=256&type=chunk) PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, and internal controls, providing additional context to the financial statements [Item 1. Legal Proceedings](index=65&type=page&id=Item%201.%20Legal%20Proceedings) This section details ongoing shareholder litigation related to the 2020 MTCH Separation, which was remanded to the Chancery Court under an 'entire fairness' review standard. A settlement in principle for $30 million has been reached, with most covered by insurers, and is awaiting court approval - **Shareholder litigation** challenging the **2020 MTCH Separation** was **remanded to the Delaware Chancery Court** for review under the **'entire fairness' standard**[264](index=264&type=chunk) - A **settlement in principle has been reached**, with **$30 million to be paid to the plaintiff class**. Approximately **$29.8 million will be covered by defendants' insurers**, and **IAC** will pay approximately **$0.2 million**. A hearing for court approval is scheduled for September 17, 2025[266](index=266&type=chunk) [Item 1A. Risk Factors](index=66&type=page&id=Item%201A.%20Risk%20Factors) This section provides a cautionary statement regarding forward-looking information and confirms that there have been no material changes to the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 - **No material changes to the risk factors** disclosed in the **Annual Report on Form 10-K** for the year ended December 31, 2024, have occurred[270](index=270&type=chunk) - **Forward-looking statements are subject to various risks**, **including market conditions, Google policy changes, AI technology disruption, liquidity, and debt covenants**[268](index=268&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=67&type=page&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports that the Company did not engage in any unregistered sales of equity securities during the quarter ended June 30, 2025. It also details share repurchase activity, with 563,807 shares bought back in April 2025 at an average price of $36.55 per share - The Company **did not issue or sell any shares** of its **common stock or other equity securities through unregistered transactions** during Q2 2025[271](index=271&type=chunk) Share Repurchase Activity | Period | Total Number of Shares Purchased | Average Price Paid Per Share | | :----------------------------------- | :----------------------------- | :--------------------------- | | April 2025 | 563,807 | $36.55 | | May 2025 | — | — | | June 2025 | — | — | | Total | 563,807 | $36.55 | - As of August 1, 2025, **IAC** has **9.2 million shares remaining under its 2025 Share Authorization**[241](index=241&type=chunk) [Item 5. Other Information](index=69&type=page&id=Item%205.%20Other%20Information) This section states that no directors or officers adopted or terminated Rule 10b5-1 trading plans or non-Rule 10b5-1 trading arrangements during the quarter ended June 30, 2025 - **No directors or officers adopted or terminated Rule 10b5-1 trading plans or non-Rule 10b5-1 trading arrangements** during the quarter ended June 30, 2025[274](index=274&type=chunk) [Item 6. Exhibits](index=69&type=page&id=Item%206.%20Exhibits) This section lists all documents filed as exhibits to the Form 10-Q, including the Restated Certificate of Incorporation, Indenture, and amendments to the Credit Agreement, along with certifications [Signatures](index=73&type=page&id=Signatures) This section contains the official certifications and signatures required for the submission of the Form 10-Q

[IAC Q2 2025 Financial Highlights](index=1&type=section&id=IAC%20Q2%202025%20Financial%20Highlights) [Overall Performance Summary](index=1&type=section&id=Overall%20Performance%20Summary) IAC's Q2 2025 revenue declined 7% to $586.9 million, yet profitability significantly improved with positive operating income and 15% Adjusted EBITDA growth, largely due to an MGM investment gain and People Inc.'s digital revenue growth Q2 2025 Financial Performance Summary | Metric | Q2 2025 | Q2 2024 | Growth | | :--- | :--- | :--- | :--- | | Revenue | $586.9M | $634.4M | -7% | | Operating income (loss) | $0.6M | ($21.5M) | NM | | Net earnings (loss) | $211.5M | ($142.2M) | NM | | Diluted earnings (loss) per share | $2.57 | ($1.71) | NM | | Adjusted EBITDA | $51.4M | $44.8M | 15% | - Dotdash Meredith has been rebranded as People Inc., leveraging its flagship brand, with Digital revenue growth accelerating to **9% in Q2 2025** from 7% in Q1 2025[2](index=2&type=chunk)[4](index=4&type=chunk) - IAC's Chairman, Barry Diller, expressed a strong appetite to deploy cash for stock buybacks or strategic acquisitions, despite quiet capital allocation in the quarter[3](index=3&type=chunk) - IAC holds a **24% stake in MGM Resorts International**, with **64.7 million shares valued at $2.3 billion** as of August 1, 2025[5](index=5&type=chunk)[14](index=14&type=chunk) [Discussion of Financial and Operating Results](index=3&type=section&id=Discussion%20of%20Financial%20and%20Operating%20Results) [Segment Performance Overview](index=3&type=section&id=Segment%20Performance%20Overview) IAC's Q2 2025 segment performance was mixed, with People Inc. showing modest revenue growth and strong operating income, while other segments faced revenue declines but mostly saw Adjusted EBITDA growth Q2 2025 Segment Performance | Segment | Revenue (Q2 2025) | Revenue Growth | Operating Income (Q2 2025) | Adjusted EBITDA (Q2 2025) | Adjusted EBITDA Growth | | :--- | :--- | :--- | :--- | :--- | :--- | | People Inc. | $427.4M | 1% | $34.8M | $69.6M | 5% | | Care.com | $82.0M | -6% | $3.0M | $5.8M | 117% | | Search | $61.7M | -39% | $5.1M | $5.1M | 10% | | Emerging & Other | $15.9M | -20% | ($9.2M) | ($6.3M) | 3% | | Corporate | N/A | N/A | ($33.1M) | ($22.8M) | -1% | [People Inc.](index=4&type=section&id=People%20Inc.) People Inc. revenue grew 1% to $427.4 million, driven by a 9% increase in Digital revenue, offsetting a Print decline, with operating income surging 90% due to lower amortization People Inc. Revenue by Stream | Revenue Stream | Q2 2025 | Q2 2024 | Growth | | :--- | :--- | :--- | :--- | | Digital | $260.4M | $238.1M | 9% | | Print | $173.5M | $191.7M | -9% | | **Total** | **$427.4M** | **$425.2M** | **1%** | - Digital revenue growth was driven by **Advertising (+5%)** from Health, Pharma, Tech, and Travel; **Performance Marketing (+14%)** fueled by 25% growth in affiliate commerce; and **Licensing (+23%)** benefiting from content syndication, Apple News+, and a new OpenAI partnership[8](index=8&type=chunk) - Digital operating income increased **46% to $38.1 million**, primarily due to lower amortization expenses as certain intangible assets became fully amortized in 2024, while Digital Adjusted EBITDA declined 1% due to higher costs and investments[9](index=9&type=chunk) [Care.com](index=6&type=section&id=Care.com) Care.com's revenue decreased 6% to $82.0 million due to declines in Consumer and Enterprise segments, yet operating income improved to $3.0 million, largely due to the absence of prior-year legal accruals - Revenue declined **6%** due to a **9% decrease in Consumer revenue** from lower platform subscriptions and a **4% decrease in Enterprise revenue** from lower product utilization[13](index=13&type=chunk) - Operating income turned positive to **$3.0 million**, and Adjusted EBITDA grew **117% to $5.8 million**, primarily due to the absence of a $9.5 million legal accrual present in Q2 2024[13](index=13&type=chunk) [Search](index=6&type=section&id=Search) The Search segment's revenue sharply declined **39% to $61.7 million** due to reduced traffic acquisition and desktop business declines, but operating income and Adjusted EBITDA both grew **10%** through cost management - Revenue fell **39%** due to a **39% decrease at Ask Media Group** and a **41% decrease at the Desktop business**, reflecting a strategic reduction in traffic acquisition[13](index=13&type=chunk) - Despite the revenue drop, operating income and Adjusted EBITDA increased by **10% to $5.1 million**, attributed to lower traffic acquisition and compensation costs[13](index=13&type=chunk) [Emerging & Other](index=6&type=section&id=Emerging%20%26%20Other) Emerging & Other segment revenue decreased **20% to $15.9 million**, primarily from lower IAC Films revenue, while the operating loss widened to **$9.2 million** due to higher stock-based compensation - The **20% revenue decline** was primarily caused by a **$4.7 million decrease in IAC Films revenue**, while Vivian Health revenue remained flat year-over-year, an improvement from Q1 2025[13](index=13&type=chunk) - Operating loss increased by **$2.4 million to $9.2 million**, reflecting **$2.6 million higher stock-based compensation expense**[13](index=13&type=chunk) [Corporate & Other Financial Items](index=7&type=section&id=Corporate%20%26%20Other%20Financial%20Items) Corporate operating loss narrowed to **$33.1 million** due to lower stock-based compensation, while a **$307.4 million unrealized gain** on the MGM investment significantly boosted pre-tax earnings, resulting in a **23% effective tax rate** - Corporate operating loss decreased by **$3.7 million**, mainly due to **$4.0 million lower stock-based compensation expense** related to a forfeited award from the former CEO[14](index=14&type=chunk)[16](index=16&type=chunk) - IAC's investment in MGM generated an unrealized gain of **$307.4 million in Q2 2025**, a significant reversal from the $179.3 million unrealized loss in Q2 2024[3](index=3&type=chunk)[14](index=14&type=chunk) - The company recorded an income tax provision of **$63.0 million**, resulting in an effective tax rate of **23%** for Q2 2025[15](index=15&type=chunk) [Financial Position and Cash Flow](index=8&type=section&id=Financial%20Position%20and%20Cash%20Flow) [Liquidity and Capital Resources](index=9&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, IAC held **$1.1 billion in cash**, with People Inc. refinancing **$1.47 billion of debt** to extend maturities, and **9.2 million shares** remaining for repurchase - As of June 30, 2025, the company had **$1.1 billion in cash and cash equivalents** and **$1.45 billion in long-term debt**, which is an obligation of People Inc[25](index=25&type=chunk) - People Inc. refinanced **$1.47 billion of debt**, extending maturities with new term loans and senior secured notes due in 2030 and 2032[22](index=22&type=chunk)[25](index=25&type=chunk) - IAC has **9.2 million shares** remaining in its share repurchase authorization as of August 1, 2025[24](index=24&type=chunk) [Free Cash Flow](index=8&type=section&id=Free%20Cash%20Flow) IAC's Free Cash Flow for the first six months of 2025 was negative **$11.8 million**, a significant decrease from **$53.8 million** in 2024, primarily due to unfavorable working capital changes and higher capital expenditures Six Months Ended June 30 Free Cash Flow | Metric (Six Months Ended June 30) | 2025 | 2024 | | :--- | :--- | :--- | | Net cash from operating activities | ($2.7M) | $60.2M | | Capital expenditures | ($9.1M) | ($6.4M) | | **Free Cash Flow** | **($11.8M)** | **$53.8M** | - The **$65.6 million year-over-year decrease in Free Cash Flow** was mainly driven by unfavorable working capital and higher capital expenditures, partially offset by higher Adjusted EBITDA[17](index=17&type=chunk) [Outlook](index=15&type=section&id=Outlook) [Full Year 2025 Outlook](index=15&type=section&id=Full%20Year%202025%20Outlook) IAC projects full-year 2025 total Adjusted EBITDA between **$247 million and $285 million** and operating income between **$82 million and $140 million**, with People Inc. as the primary contributor FY 2025 Outlook ($ in millions) | FY 2025 Outlook ($ in millions) | Guidance Range | | :--- | :--- | | **Adjusted EBITDA** | | | People Inc. | $330 - $340 | | Care.com | $45 - $55 | | Search | $12 - $15 | | Emerging & Other | ($25) - ($15) | | Corporate | ($115) - ($110) | | **Total Adjusted EBITDA** | **$247 - $285** | | **Total Operating income** | **$82 - $140** | [Q3 and FY 2025 Additional Observations](index=15&type=section&id=Q3%20and%20FY%202025%20Additional%20Observations) IAC anticipates Q3 2025 People Inc. Digital revenue growth of **7%-9%** with Adjusted EBITDA of **$68-$73 million**, while Care.com revenue is projected to decline **4%-7%** - **People Inc.:** Q3 Digital revenue growth expected at **7%-9%**; FY 2025 Digital revenue growth expected at **7%-10%**[40](index=40&type=chunk) - **Care.com:** Q3 revenue expected to decline **4%-7%** with Adjusted EBITDA of **$6-$10 million**, which includes a $3 million real estate impairment charge[40](index=40&type=chunk) - **Search:** Q3 revenue is guided to be **$55-$65 million** with Adjusted EBITDA of **$3-$4 million**[40](index=40&type=chunk) [Detailed Financials and Supplementary Information](index=10&type=section&id=Detailed%20Financials%20and%20Supplementary%20Information) [GAAP Financial Statements](index=12&type=section&id=GAAP%20Financial%20Statements) IAC's GAAP financial statements show a shift to net earnings driven by the MGM investment, total assets of **$7.4 billion**, and a **$703.8 million net decrease in cash** for the first six months of 2025 due to financing and investing activities [Consolidated Statement of Operations](index=12&type=section&id=Consolidated%20Statement%20of%20Operations) IAC's Q2 2025 revenue was **$586.9 million**, with operating income improving to **$0.6 million**, and net earnings of **$210.6 million** primarily driven by a **$307.4 million unrealized gain** on the MGM investment Consolidated Statement of Operations ($ in thousands) | ($ in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Revenue | $586,928 | $634,393 | | Operating income (loss) | $575 | ($21,489) | | Unrealized gain (loss) on investment in MGM | $307,437 | ($179,284) | | Net earnings (loss) from continuing operations | $210,633 | ($144,692) | | Diluted earnings (loss) per share | $2.57 | ($1.71) | [Consolidated Balance Sheet](index=13&type=section&id=Consolidated%20Balance%20Sheet) As of June 30, 2025, IAC's total assets were **$7.36 billion**, a decrease from year-end 2024 due to the Angi Inc. spin-off, with **$1.09 billion in cash** and **$1.41 billion in long-term debt** Consolidated Balance Sheet ($ in thousands) | ($ in thousands) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$7,360,395** | **$9,688,644** | | Cash and cash equivalents | $1,093,866 | $1,381,736 | | Investment in MGM | $2,225,844 | $2,242,672 | | Long-term debt, net | $1,412,332 | $1,435,007 | | **Total Liabilities and Shareholders' Equity** | **$7,360,395** | **$9,688,644** | [Consolidated Statement of Cash Flows](index=14&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash used in operating activities was **$2.7 million**, investing activities used **$374.4 million** (Angi Inc. spin-off), and financing activities used **$298.7 million**, resulting in a **$703.8 million net decrease in cash** Consolidated Statement of Cash Flows ($ in thousands) | ($ in thousands) | Six Months Ended June 30, 2025 | | :--- | :--- | | Net cash (used in) provided by operating activities | ($2,691) | | Net cash (used in) provided by investing activities | ($374,421) | | Net cash used in financing activities | ($298,694) | | **Net (decrease) in cash and cash equivalents** | **($703,796)** | [Reconciliation of GAAP to Non-GAAP Measures](index=16&type=section&id=Reconciliation%20of%20GAAP%20to%20Non-GAAP%20Measures) This section details reconciliations of operating income to Adjusted EBITDA, showing Q2 2025 total operating income of **$0.6 million** reconciled to Adjusted EBITDA of **$51.4 million** by adding back stock-based compensation, depreciation, and amortization Q2 2025 GAAP to Non-GAAP Reconciliation | Reconciliation for Q2 2025 ($ in millions) | Amount | | :--- | :--- | | Total Operating income (loss) | $0.6 | | Stock-based Compensation Expense | $19.5 | | Depreciation | $8.0 | | Amortization of Intangibles | $23.4 | | **Total Adjusted EBITDA** | **$51.4** | [Operating Metrics](index=10&type=section&id=Operating%20Metrics) This section details key operating metrics, highlighting People Inc.'s **9% Digital revenue growth** driven by Performance Marketing and Licensing, alongside revenue declines for Care.com and Search segments People Inc. Digital Revenue Metrics | People Inc. Revenue ($M) | Q2 2025 | Growth | | :--- | :--- | :--- | | Advertising | $161.2 | 5% | | Performance marketing | $61.1 | 14% | | Licensing and other | $38.1 | 23% | | **Total Digital** | **$260.4** | **9%** | - People Inc.'s Total Sessions decreased **5% to 2,444 million**, but Core Sessions, representing its most significant sites, increased **2% to 2,202 million**[27](index=27&type=chunk) [Dilutive Securities](index=11&type=section&id=Dilutive%20Securities) As of August 1, 2025, IAC had **80.2 million absolute shares outstanding**, with total potential dilution from equity awards estimated at **1.3 million shares**, resulting in **81.5 million total diluted shares** - As of August 1, 2025, total potential dilution from RSUs and options is approximately **1.3 million shares**, leading to a total diluted share count of **81.5 million**[30](index=30&type=chunk) - The company settles all equity awards on a net basis, with a cash withholding tax obligation of **$72.5 million** if all awards were exercised or vested on August 1, 2025[31](index=31&type=chunk) [Supplementary Information](index=19&type=section&id=Supplementary%20Information) This section defines non-GAAP measures like Adjusted EBITDA and Free Cash Flow, provides detailed operating metric definitions for key segments, and includes a Safe Harbor statement regarding forward-looking statements - Adjusted EBITDA is defined as operating income excluding stock-based compensation, depreciation, and certain acquisition-related items, serving as the company's primary segment measure of profitability[47](index=47&type=chunk)[48](index=48&type=chunk) - Free Cash Flow is defined as net cash from operating activities less capital expenditures, representing the cash generated by operating businesses[49](index=49&type=chunk) - The report contains a Safe Harbor statement outlining numerous risks and uncertainties that could cause actual results to differ from forward-looking statements, including competition from generative AI, unstable market conditions, and debt-related risks[64](index=64&type=chunk)

Group 1 - IAC will release its second quarter results after market close on August 4, 2025, and will host a conference call on August 5, 2025, at 8:30 a.m. ET to discuss these results [1] - The conference call will be accessible to the public through the investor relations section of IAC's website [1] Group 2 - IAC is a company that builds and evolves businesses, guided by curiosity and a desire to innovate or acquire new products and brands [2] - The company has developed into 10 independent, publicly-traded companies and has a history of financially-disciplined opportunism [2] - IAC's current portfolio includes category-leading businesses such as Dotdash Meredith and Care.com, along with strategic equity positions in MGM Resorts International and Turo Inc. [2]

Core Insights - The article emphasizes the importance of in-depth research in the casino and gaming sector, highlighting the availability of resources for investors [1] Group 1: Industry Overview - The casino and gaming sector is characterized by significant operational complexities and investment opportunities, necessitating specialized research and insights [1] - The House Edge provides actionable research for investing in the casino, online betting, and entertainment industries, indicating a focus on value investment strategies [2] Group 2: Expert Background - Howard Jay Klein, with 30 years of experience in major casino operations, leads The House Edge and utilizes management quality as a key factor in investment decisions [2] - Klein's extensive intelligence network spans various levels within the US gambling and entertainment sectors, enhancing the depth of research and insights provided [2]

Financial Data and Key Metrics Changes - The meeting confirmed the election of all 12 director nominees and the approval of executive compensation for 2024, along with the ratification of Ernst and Young LLP as auditors for 2025 [13]. Company Strategy and Development Direction and Industry Competition - The meeting focused on governance matters, including the election of board members and executive compensation, indicating a commitment to strong corporate governance practices [3][11]. Management Comments on Operating Environment and Future Outlook - There were no specific comments from management regarding the operating environment or future outlook during the meeting, as the Q&A session did not receive any questions [14]. Other Important Information - The annual meeting was conducted in accordance with established rules and procedures, and a quorum was confirmed for the voting process [8][12]. Summary of Q&A Session - No questions were received during the Q&A session, leading to its early conclusion [14].

Core Viewpoint - IAC Inc.'s subsidiary Dotdash Meredith Inc. is set to sell $400 million in senior secured notes to refinance existing debt and fund related expenses [1][2]. Group 1: Offering Details - Dotdash Meredith Inc. will issue $400 million of 7.625% senior secured notes due in 2032, with interest at 7.625% per annum, issued at 100% of face value [1]. - The proceeds from the offering will be used alongside a new $700 million term loan B facility and cash on hand to repay the existing $1.18 billion term loan B-1 facility [2]. Group 2: Regulatory Compliance - The offering is targeted at qualified institutional buyers under Rule 144A and non-U.S. persons outside the United States in compliance with Regulation S [3]. - The notes will not be registered under the Securities Act and cannot be sold in the U.S. without registration, except under certain exemptions [3]. Group 3: Company Background - IAC is a company focused on building and acquiring new products and brands, with a portfolio that includes Dotdash Meredith and Care.com, among others [5]. - Dotdash Meredith is recognized as the largest digital and print publisher in America, with over 150 million monthly users and more than 40 iconic brands [6].

Financial Data and Key Metrics Changes - The company reported adjusted EBITDA guidance of $330 million to $350 million for the full year, with a trailing basis of $309 million [40][41] - Free cash flow conversion remains strong, with a minor amount of capital expenditures and working capital [41] - The company has a net credit facility of $1.2 billion to $1.4 billion and aims to deleverage below four times leverage by year-end [41] Business Line Data and Key Metrics Changes - Dotdash Meredith is the number one digital and print publisher in America, with over $1.8 billion in majority digital revenue [23] - The company has seen consistent digital revenue growth, reporting a 7% increase in the first quarter and guiding for 7% to 9% growth for Q2 [39][40] - Care.com has flat revenue over the last few years, but the company expects improvements with a new management team and better marketing strategies [47] Market Data and Key Metrics Changes - The company noted strength in premium direct advertising revenue, particularly in health and beauty sectors, while experiencing weakness in food and beverage and parts of retail [60] - Programmatic advertising prices have stabilized after initially rising, indicating a shift in market dynamics [60] - MGM Resorts is viewed as undervalued, trading at about 3.3 times the current value of its properties, with significant upside potential [44] Company Strategy and Development Direction - The company is focused on capital allocation, including stock buybacks and strategic acquisitions, while also considering opportunistic divestitures [18][54] - Management changes have been made to enhance execution and focus on free cash flow [15][16] - The company aims to unlock the perceived value of its private assets and reduce the discount at which its equity trades [13][14] Management Comments on Operating Environment and Future Outlook - Management expressed optimism about the future, citing a strong performance in direct premium advertising and a solid position heading into the latter part of the year [62] - The company anticipates some softness in Q2 and Q3 but expects relative strength in Q4, with no significant recession predicted [56] - Management highlighted the importance of resolving tariff issues to improve market conditions [62] Other Important Information - The company has a strong cash position with $900 million available at the holding company level [13] - The integration challenges faced by Dotdash Meredith have been addressed, leading to improved performance [10] - The company is actively exploring M&A opportunities across various stages and sectors, particularly in leisure, entertainment, and media [21] Q&A Session Summary Question: Can you walk through the macro environment regarding tariffs? - Management noted that there was strength in March, but volatility has since increased, with premium direct advertising remaining solid despite some weakness in other sectors [59][60] Question: Is there a path for IAC to take a controlling stake in Turo? - Management indicated that taking a controlling stake is not a priority, focusing instead on executing current opportunities [63] Question: Are there discussions with other large language model developers? - Management confirmed ongoing discussions with various developers, with OpenAI being the most advanced partner [64][65]

Group 1 - IAC will participate in the 53rd Annual TD Cowen Technology, Media and Telecom Conference on May 29, 2025, with CFO Christopher Halpin scheduled for a fireside chat at 9:05 a.m. ET [1] - A live audio webcast and replay of the fireside chat will be available to the public on IAC's investor relations website [1] Group 2 - IAC is a company that builds and evolves businesses, having emerged from a single seed over two decades ago into 10 independent, publicly traded companies [2] - The company is guided by principles of financially-disciplined opportunism and is currently comprised of category-leading businesses such as Dotdash Meredith and Care.com, along with strategic equity positions in MGM Resorts International and Turo Inc. [2] - IAC is headquartered in New York City [2]

Core Viewpoint - MGM International is considered a strong company with significant growth potential, currently trading at a bargain price [1] Group 1: Investment Perspective - The author identifies as a value investor focusing on special situations and small-cap companies, emphasizing a preference for long investment ideas [1] - The article reflects a belief in the strength of MGM as an investment opportunity, indicating a long position in the shares [1] Group 2: Background and Influences - The author's background is in engineering, with a transition to value investing influenced by notable figures such as Warren Buffett, Peter Lynch, and others [1] - The book "You Can Be a Stock Market Genius" by Joel Greenblatt has notably shifted the author's focus towards special situations and small-cap plays [1] Group 3: Engagement and Improvement - The author expresses a desire to connect with other investors and improve through feedback on their articles [1]