Financial Data and Key Metrics Changes - The company acknowledged a slowdown in borrower, lender, and insurance carrier demand, impacting financial performance [9] - Segment-level profit excluding brand spend is expected to remain roughly flat in Q3 compared to Q2, indicating resilience in the business model [9] - Operating expense growth was limited to 3% year-over-year despite inflationary pressures, aided by a nearly 15% reduction in headcount since mid-2021 [9] Business Line Data and Key Metrics Changes - The consumer segment saw significant growth, with personal loans and small business loans increasing revenues by 68% and 81% year-over-year, respectively [11] - The insurance business remained relatively flat quarter-over-quarter, with expectations for material growth dialed back due to inflationary pressures [12] - The home segment is focusing on home equity loan products, with a 62% increase in consumer volume for quotes in Q2 [10] Market Data and Key Metrics Changes - The company is experiencing trough-like revenue in two of its three segments due to macroeconomic headwinds [10] - The insurance industry is facing challenges from inflation, impacting premium pricing and growth expectations [12][26] - The consumer segment is performing well, with lenders remaining active despite tightening credit conditions [20][34] Company Strategy and Development Direction - The company is committed to improving customer experience and brand awareness, even as competitors scale back [8] - A new omnichannel marketing campaign was launched to enhance customer engagement and capitalize on lower advertising rates [13] - The company is strategically investing in technology and product improvements to better position itself for future growth [69][73] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in navigating the current economic volatility, drawing on past experiences [8] - The leadership team is focused on managing expenses and preparing for a potential recession, with adjustments made to forecasts [18][20] - There is optimism about future growth in the insurance segment once pricing stabilizes and consumer shopping increases [12] Other Important Information - The company has nearly $300 million in cash on the balance sheet and is exploring ways to deploy this capital, although stock buybacks are currently restricted [42] - The company is not expecting significant media spend in Q4 due to higher costs associated with holiday advertising [49][50] Q&A Session All Questions and Answers Question: Contextualize the earnings power of the business and the implications of a potential recession - Management acknowledged that while two segments are facing challenges, the consumer segment is performing well, and they are adjusting forecasts accordingly [20][21] Question: Are there tangible signs of improvement in the consumer segment? - Management noted that while there are signs of tightening credit, lenders remain active, and the consumer segment continues to perform positively [35][36] Question: Can you discuss the strategic decision to invest in brand and expected returns? - The company is investing in brand awareness due to favorable advertising rates and expects a return on investment over a six-month period [44][45] Question: What is the current mix of purchase versus refinance in the mortgage business? - Management indicated that refinance remains significantly larger than purchase but is expected to shift as market conditions change [58][60] Question: How should investors think about free cash flow moving forward? - The company expects to generate positive free cash flow in Q4, with adjusted EBITDA serving as a good proxy for cash flow [62][64]

Financial Data and Key Metrics Changes - The lending marketplace experienced revenue growth in DMD year-over-year despite increasing rates, with improved demand and unit economics across various loan types [8][10] - The company acknowledged a need to lower its outlook due to rapid increases in mortgage rates and inflationary pressures [10] Business Line Data and Key Metrics Changes - The mortgage segment saw a decline in refinance demand but strong performance in purchase mortgages, home equity, personal, and small business loans [8][9] - The insurance segment is projected to recover robustly after a trough in Q4 of the previous year, with expectations of improved financial performance [10][71] Market Data and Key Metrics Changes - The consumer segment, particularly personal and small business loans, continues to show strong growth, with credit card business returning to pre-pandemic levels [9][81] - The overall mortgage origination volumes are declining, but the company is focusing on improving conversion rates to drive revenue [60][62] Company Strategy and Development Direction - The company is investing in growth initiatives and brand development to enhance customer engagement and loyalty, positioning itself as a leading digital consumer shopping experience for financial products [11][12] - The TreeQual platform is being enhanced to improve conversion rates and unit economics, with a solid pipeline of lenders looking to access it [13][108] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the underlying strength of the business model and balance sheet, allowing continued investment in growth despite a volatile economic environment [10][11] - The management team is optimistic about the recovery in the insurance market and the overall performance of the consumer segment [71][82] Other Important Information - The company is actively engaged in capital allocation strategies, including share repurchases and exploring M&A opportunities, while maintaining flexibility for future investments [46][52] - The My LendingTree platform has grown to over 22 million members, with engagement metrics improving as the company focuses on delivering relevant offers [90][96] Q&A Session Summary Question: Can the company return purchase revenue to past levels? - Management discussed the shift from refinance to purchase loans and the strategies being implemented to improve conversion rates and lender engagement [19][21] Question: What are the expectations for insurance market recovery? - Management indicated that while the insurance market is turbulent, they are seeing positive trends and market share gains, with expectations for continued growth [33][71] Question: How is the company approaching capital allocation? - The company is actively buying back stock while preserving flexibility for M&A opportunities, with a focus on maintaining cash generation [46][52] Question: What is the outlook for the consumer segment? - The consumer segment is on track, with strong performance in personal loans and small business loans, while credit card business is gradually improving [80][82] Question: How is the TreeQual platform performing? - The TreeQual platform is showing better-than-expected outcomes, with plans to onboard more partners and improve conversion rates [104][108]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-34063 LendingTree, Inc. (Exact name of Registrant as specified in its charter) Delaware 26-2414818 (State or other jurisdict ...

PART I [Item 1. Business](index=6&type=section&id=Item%201.%20Business) The company operates an online consumer platform connecting consumers with a network of partners for various financial services, generating revenue primarily from match fees - The company operates an online marketplace connecting consumers with over **500 Network Partners** for a wide range of financial products, including loans, credit cards, and insurance[25](index=25&type=chunk) - Revenue is primarily generated from match fees paid by Network Partners upon receiving a consumer request, with some products also generating fees upon loan closing or sale[26](index=26&type=chunk)[40](index=40&type=chunk) - The company has diversified its offerings beyond its original mortgage business through organic growth and strategic acquisitions, including **ValuePenguin (2019)** and an equity interest in **Stash (2020)**[28](index=28&type=chunk)[33](index=33&type=chunk)[34](index=34&type=chunk) - As of December 31, 2021, the company had **1,425 employees** and considered its employee relations to be good[66](index=66&type=chunk) Segment Revenue (2019-2021) | Segment | 2021 Revenue (in thousands) | 2020 Revenue (in thousands) | 2019 Revenue (in thousands) | | :--- | :--- | :--- | :--- | | Home | $441,738 | $320,992 | $277,935 | | Consumer | $329,945 | $253,198 | $515,037 | | Insurance | $326,153 | $333,765 | $284,792 | | Other | $663 | $2,035 | $28,839 | | **Total** | **$1,098,499** | **$909,990** | **$1,106,603** | [Item 1A. Risk Factors](index=13&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant business, operational, legal, and investment risks, including market dependency, cybersecurity threats, and concentrated voting control - Business performance is highly sensitive to economic conditions, particularly interest rates affecting the mortgage market, and depends on maintaining strong relationships with its Network Partners[72](index=72&type=chunk)[73](index=73&type=chunk) - The business relies heavily on search engines and online advertising to attract consumers, making it vulnerable to algorithm changes and rising marketing costs[80](index=80&type=chunk)[81](index=81&type=chunk) - Significant operational risks include potential system interruptions and security breaches that could lead to the misappropriation of sensitive personal information, resulting in financial liabilities and reputational damage[114](index=114&type=chunk)[116](index=116&type=chunk) - The company is subject to a complex web of federal and state regulations, including RESPA, TILA, TCPA, and data privacy laws like GLBA and CCPA, with non-compliance potentially leading to significant penalties[121](index=121&type=chunk)[124](index=124&type=chunk)[132](index=132&type=chunk) - As of February 18, 2022, the Chairman and CEO, Douglas Lebda, beneficially owned approximately **16% of outstanding common stock**, concentrating voting control[167](index=167&type=chunk) - The company has outstanding convertible senior notes (2022 Notes and 2025 Notes) whose conditional conversion features, if triggered, could adversely affect financial condition and liquidity[175](index=175&type=chunk)[176](index=176&type=chunk) [Item 1B. Unresolved Staff Comments](index=33&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - Not applicable[190](index=190&type=chunk) [Item 2. Properties](index=33&type=section&id=Item%202.%20Properties) The company's principal executive offices are located in a leased space in Charlotte, North Carolina, with additional offices supporting its business segments - The main executive offices are in Charlotte, North Carolina, under a lease expiring in **2036**[191](index=191&type=chunk) - Additional offices are maintained in multiple U.S. locations and India to support the Home, Consumer, and Insurance segments[192](index=192&type=chunk)[193](index=193&type=chunk) [Item 3. Legal Proceedings](index=34&type=section&id=Item%203.%20Legal%20Proceedings) The company is party to various legal proceedings in the ordinary course of business - The company is involved in ordinary course litigation concerning property, contract, and intellectual property claims[194](index=194&type=chunk) [Item 4. Mine Safety Disclosures](index=34&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[195](index=195&type=chunk) PART II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=35&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's stock trades on Nasdaq, it does not plan to pay dividends, and it maintains an active stock repurchase program - The company's common stock is listed on the Nasdaq under the ticker symbol **"TREE"**[198](index=198&type=chunk) - The company does not intend to pay cash dividends in the foreseeable future[199](index=199&type=chunk) - During the quarter ended December 31, 2021, **334,253 shares were repurchased** under the stock repurchase program, with **$121.7 million** still authorized for future repurchases as of February 18, 2022[204](index=204&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's 21% revenue growth to $1.1 billion in 2021, improved profitability, liquidity position, and critical accounting policies [Results of Operations](index=41&type=section&id=Results%20of%20Operations) In 2021, revenue grew 21% to $1.1 billion, driven by the Home and Consumer segments, resulting in a significant turnaround to net income of $73.1 million - The Home segment revenue grew **38% to $441.7 million**, driven by increases in refinance, purchase, and home equity products[242](index=242&type=chunk)[248](index=248&type=chunk) - The Consumer segment revenue increased **30% to $329.9 million**, primarily due to growth in personal loans, small business loans, and credit cards[242](index=242&type=chunk)[244](index=244&type=chunk) - The Insurance segment revenue decreased **2% to $326.2 million** due to lower revenue earned per consumer[242](index=242&type=chunk)[247](index=247&type=chunk) - Selling and marketing expense, the largest cost component, increased **25% to $774.0 million**, in line with revenue growth and increased advertising spend[242](index=242&type=chunk)[255](index=255&type=chunk) - Other income surged to **$123.3 million** in 2021 from $0.4 million in 2020, primarily due to a **$27.9 million realized gain** and a **$95.4 million unrealized gain** on its Stash investment[242](index=242&type=chunk)[269](index=269&type=chunk) Consolidated Results of Operations (2021 vs. 2020) | Metric | 2021 (in thousands) | 2020 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Total Revenue | $1,098,499 | $909,990 | 21% | | Total Costs and Expenses | $1,090,468 | $916,593 | 19% | | Operating Income (Loss) | $8,031 | $(6,603) | 222% | | Net Income (Loss) from Continuing Operations | $73,138 | $(22,566) | 424% | [Segment Profit](index=45&type=section&id=Segment%20Profit) Total segment profit increased 11% to $410.4 million, with growth in Home and Consumer segments offsetting a decline in the Insurance segment - The Home segment's profit growth was driven by improved unit economics and increased lender reliance on LendingTree to meet origination goals in a competitive market[280](index=280&type=chunk) - The Consumer segment's profit growth was fueled by a recovery in personal loans and small business revenue to pre-pandemic levels[281](index=281&type=chunk) - The Insurance segment's profit decline was attributed to P&C carriers reducing marketing budgets due to higher loss ratios in the latter half of 2021[285](index=285&type=chunk) Segment Profit (2021 vs. 2020) | Segment | 2021 Profit (in thousands) | 2020 Profit (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Home | $153,352 | $132,123 | 16% | | Consumer | $143,497 | $106,890 | 34% | | Insurance | $113,464 | $131,142 | (13)% | | Other | $53 | $(682) | 108% | | **Total** | **$410,366** | **$369,473** | **11%** | [Financial Position, Liquidity and Capital Resources](index=47&type=section&id=Financial%20Position%2C%20Liquidity%20and%20Capital%20Resources) The company maintained a strong liquidity position with $251.2 million in cash, supported by operating cash flow and a new credit facility - Cash and cash equivalents increased to **$251.2 million** at year-end 2021 from $169.9 million at year-end 2020[297](index=297&type=chunk) - In September 2021, the company entered into a new Credit Agreement with a **$200.0 million revolving facility** and a **$250.0 million delayed draw term loan facility**[305](index=305&type=chunk) - Outstanding debt includes **$169.7 million** of 0.625% Convertible Senior Notes due June 2022 and **$575.0 million** of 0.50% Convertible Senior Notes due July 2025[307](index=307&type=chunk) Cash Flow Summary (2021 vs. 2020) | Cash Flow Activity | 2021 (in thousands) | 2020 (in thousands) | | :--- | :--- | :--- | | Net cash provided by operating activities | $131,256 | $111,299 | | Net cash provided by (used in) investing activities | $10,067 | $(122,149) | | Net cash (used in) provided by financing activities | $(63,347) | $193,290 | [Critical Accounting Policies and Estimates](index=49&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Management highlights critical accounting policies involving significant estimates, particularly for income taxes, goodwill impairment, and the valuation of investments - Key estimates are required for income taxes, including the realization of deferred tax assets and liabilities for uncertain tax positions[318](index=318&type=chunk)[319](index=319&type=chunk) - The company tests its **$420.1 million of goodwill** for impairment annually, using a discounted cash flow analysis that requires significant judgment on discount rates and future cash flows[322](index=322&type=chunk)[323](index=323&type=chunk)[324](index=324&type=chunk) - Fair value of contingent consideration from acquisitions is reassessed quarterly, with changes impacting operating income[327](index=327&type=chunk)[328](index=328&type=chunk) - The company's equity investment in Stash is carried at cost and marked to market upon observable market events, with a carrying value of **$158.1 million** at December 31, 2021[329](index=329&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures about Market Risk](index=52&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risk is interest rate fluctuations, which significantly impact consumer demand in its Home segment - The company's main market risk exposure is to interest rate fluctuations, which directly affect consumer demand for mortgages and, consequently, lender demand for leads[333](index=333&type=chunk) - Falling interest rates typically increase mortgage refinancing volume but can decrease revenue per consumer, while rising rates have the opposite effect[333](index=333&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=53&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains the company's audited consolidated financial statements, notes, and the independent auditor's report, which provided an unqualified opinion - The independent auditor, PricewaterhouseCoopers LLP, issued an **unqualified opinion** on the consolidated financial statements and the effectiveness of internal control over financial reporting as of December 31, 2021[339](index=339&type=chunk)[340](index=340&type=chunk) - A critical audit matter was identified concerning the valuation of the company's equity investment in **Stash Financial, Inc.**, due to the significant management judgment involved in determining its fair value[347](index=347&type=chunk)[348](index=348&type=chunk) Consolidated Balance Sheet Highlights (as of Dec 31) | Account | 2021 (in thousands) | 2020 (in thousands) | | :--- | :--- | :--- | | Cash and cash equivalents | $251,231 | $169,932 | | Total Assets | $1,299,356 | $1,188,990 | | Total Debt (Current & Long-term) | $644,159 | $611,412 | | Total Liabilities | $851,364 | $824,229 | | Total Shareholders' Equity | $447,992 | $364,761 | [Notes to Consolidated Financial Statements](index=61&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed information on revenue recognition, goodwill, debt structure, the Stash investment, and discontinued operations - Revenue is primarily recognized at the point in time a consumer request (lead) is delivered to a customer (Network Partner), with some revenue estimated based on conversion rates (Note 2)[368](index=368&type=chunk)[373](index=373&type=chunk) - As of December 31, 2021, the company held an equity investment in Stash with a carrying value of **$158.1 million**, recognizing a **$27.9 million realized gain** and a **$95.4 million unrealized gain** during 2021 (Note 8)[455](index=455&type=chunk)[456](index=456&type=chunk) - The company's debt includes **$169.7 million** of 2022 Convertible Notes and **$575.0 million** of 2025 Convertible Notes (Note 15)[537](index=537&type=chunk)[551](index=551&type=chunk)[561](index=561&type=chunk) - Discontinued operations relate to the former LendingTree Loans Business (HLC), whose bankruptcy case was closed on July 14, 2021 (Note 21)[602](index=602&type=chunk)[606](index=606&type=chunk)[609](index=609&type=chunk) [Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=100&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) This item is not applicable to the company - Not applicable[628](index=628&type=chunk) [Item 9A. Controls and Procedures](index=100&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls, procedures, and internal control over financial reporting were effective as of December 31, 2021 - Management concluded that the company's disclosure controls and procedures were **effective** as of December 31, 2021[630](index=630&type=chunk) - Management concluded that the company's internal control over financial reporting was **effective** as of December 31, 2021, based on the COSO framework[632](index=632&type=chunk) [Item 9B. Other Information](index=100&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[634](index=634&type=chunk) [Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=101&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable to the company - Not applicable[635](index=635&type=chunk) PART III [Items 10-14](index=102&type=section&id=Items%2010-14) Required information on governance, compensation, and ownership is incorporated by reference from the company's 2022 proxy statement - Information for Items 10, 11, 12, 13, and 14 is incorporated by reference from the company's **2022 Proxy Statement**[637](index=637&type=chunk) PART IV [Item 15. Exhibits, Financial Statement Schedules](index=103&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists all financial statements, schedules, and exhibits filed as part of the report - This section lists all financial statements, schedules, and exhibits filed with the Form 10-K[645](index=645&type=chunk)[648](index=648&type=chunk) [Item 16. Form 10-K Summary](index=107&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company provides no summary for this item - None[657](index=657&type=chunk)

LendingTree, Inc. (NASDAQ:TREE) Q4 2021 Earnings Conference Call February 25, 2022 9:00 AM ET Company Participants Andrew Wessel - Vice President of Investor Relations Doug Lebda - Chairman & Chief Executive Officer J.D. Moriarty - President of Marketplace & Chief Operating Officer Trent Ziegler - Chief Financial Officer Conference Call Participants Jed Kelly - Oppenheimer John Campbell - Stephens Incorporated Ryan Tomasello - KBW Rob Wildhack - Autonomous Research Melissa Wedel - JPMorgan Mike Grondahl - N ...

LendingTree, Inc. (NASDAQ:TREE) Q3 2021 Earnings Conference Call October 28, 2021 9:00 AM ET Company Participants Andrew Wessel – Head of Investor Relations Doug Lebda – Chairman and Chief Executive Officer J.D. Moriarty – President, LendingTree Next Trent Ziegler – Chief Financial Officer Conference Call Participants Youssef Squali – Truist John Campbell – Stephens Inc Jamie Friedman – Susquehanna Jed Kelly – Oppenheimer Mike Grondahl – Northland Securities Melissa Wedel – JPMorgan Operator Good day, and t ...

PART I—FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) LendingTree reported Q3 2021 revenue of **$297.5 million** and a **$4.5 million** net loss, with nine-month revenue at **$840.2 million** and **$21.2 million** net income, while total assets increased to **$1.28 billion** [Consolidated Statements of Operations and Comprehensive Income](index=4&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20OPERATIONS%20AND%20COMPREHENSIVE%20INCOME) Q3 & Nine Months 2021 vs 2020 Performance (in thousands, except per share amounts) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | $297,450 | $220,251 | $840,214 | $687,661 | | **Operating Income (Loss)** | $7,419 | $(16,117) | $16,060 | $(2,916) | | **Net (Loss) Income from Continuing Operations** | $(4,406) | $(24,809) | $24,706 | $(14,449) | | **Net (Loss) Income** | $(4,460) | $(24,643) | $21,190 | $(39,999) | | **Diluted (Loss) Income Per Share** | $(0.34) | $(1.89) | $1.54 | $(3.08) | [Consolidated Balance Sheets](index=5&type=section&id=CONSOLIDATED%20BALANCE%20SHEETS) Key Balance Sheet Items (in thousands) | Account | Sep 30, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $215,277 | $169,932 | | Total current assets | $372,438 | $296,409 | | Goodwill | $420,139 | $420,139 | | **Total assets** | **$1,284,529** | **$1,188,990** | | Total current liabilities | $282,731 | $111,843 | | Long-term debt | $471,991 | $611,412 | | **Total liabilities** | **$853,447** | **$824,229** | | **Total shareholders' equity** | **$431,082** | **$364,761** | [Consolidated Statements of Shareholders' Equity](index=6&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20SHAREHOLDERS'%20EQUITY) - Total shareholders' equity increased from **$364.8 million** at the end of 2020 to **$431.1 million** as of September 30, 2021, driven by **$21.2 million** net income and **$51.8 million** non-cash compensation during the first nine months of 2021[14](index=14&type=chunk)[10](index=10&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) Cash Flow Summary - Nine Months Ended Sep 30 (in thousands) | Cash Flow Category | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $88,893 | $96,216 | | Net cash used in investing activities | $(31,695) | $(100,386) | | Net cash (used in) provided by financing activities | $(15,192) | $197,375 | | **Net increase in cash** | **$45,336** | **$127,034** | - The significant decrease in cash from financing activities in 2021 compared to 2020 is primarily due to the issuance of **$575 million** in Convertible Senior Notes and related debt transactions in 2020, which did not recur in 2021[18](index=18&type=chunk) [Notes to Consolidated Financial Statements](index=11&type=section&id=NOTES%20TO%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) The notes detail accounting policies, revenue recognition by segment, goodwill, debt instruments including new credit facilities, and the financial impact of the Stash equity investment and discontinued operations - The company operates an online consumer platform connecting consumers with financial product providers, generating revenue primarily from match fees and closing fees[21](index=21&type=chunk) Revenue by Segment (in thousands) | Segment | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Home | $112,422 | $78,859 | $345,408 | $232,156 | | Consumer | $100,011 | $48,377 | $233,594 | $205,419 | | Insurance | $84,837 | $92,500 | $260,714 | $248,156 | | **Total Revenue** | **$297,450** | **$220,251** | **$840,214** | **$687,661** | - In September 2021, the company entered into a new credit agreement consisting of a **$200 million** revolving facility and a **$250 million** delayed draw term loan facility, replacing its previous credit facility[136](index=136&type=chunk) - The company recorded a **$40.1 million** gain on its equity investment in Stash Financial, Inc. during the first nine months of 2021 due to an adjustment to fair value based on observable market events[61](index=61&type=chunk) - Subsequent to the quarter end, in October 2021, the company agreed to sell a portion of its Stash equity securities for **$46.3 million**, expecting to record a realized gain of **$27.9 million** in Q4 2021[181](index=181&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=35&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes Q3 2021 revenue growth of **35%** to strong Consumer and Home segment performance, despite an **8%** decline in Insurance, with operating expenses increasing **23%** and Adjusted EBITDA reaching **$41.0 million** [Results of Operations](index=38&type=section&id=Results%20of%20Operations) Q3 2021 total revenue increased **35%** to **$297.5 million**, driven by **107%** Consumer and **43%** Home segment growth, resulting in an operating income of **$7.4 million** and a **$40.1 million** gain on the Stash investment for the nine-month period Q3 2021 vs Q3 2020 Revenue by Segment (in thousands) | Segment | Q3 2021 | Q3 2020 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Home | $112,422 | $78,859 | $33,563 | 43% | | Consumer | $100,011 | $48,377 | $51,634 | 107% | | Insurance | $84,837 | $92,500 | $(7,663) | (8)% | | **Total Revenue** | **$297,450** | **$220,251** | **$77,199** | **35%** | - The **107%** growth in Consumer segment revenue was primarily driven by increases in personal loans, credit cards, and small business loans products[211](index=211&type=chunk) - Selling and marketing expense increased by **33%** year-over-year in Q3 2021, corresponding with revenue growth, as the company dynamically adjusts advertising spend to meet network partner demand[208](index=208&type=chunk)[223](index=223&type=chunk) - For the first nine months of 2021, the company recorded a **$40.1 million** gain on its investment in Stash, which was a significant contributor to pre-tax income[237](index=237&type=chunk) [Segment Profit](index=43&type=section&id=Segment%20Profit) Total segment profit increased **35%** year-over-year to **$112.9 million** in Q3 2021, driven by strong growth in Consumer and Home segments, while Insurance segment profit decreased **28%** due to market headwinds Q3 2021 vs Q3 2020 Segment Profit (in thousands) | Segment | Q3 2021 | Q3 2020 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Home | $41,517 | $25,166 | $16,351 | 65% | | Consumer | $44,716 | $21,647 | $23,069 | 107% | | Insurance | $26,610 | $37,043 | $(10,433) | (28)% | | **Total Segment Profit** | **$112,940** | **$83,858** | **$29,082** | **35%** | - The Insurance segment faced transitory headwinds as carriers reduced marketing budgets due to rising loss costs and higher catastrophe losses[252](index=252&type=chunk) - The Home segment continues to perform well, with mortgage revenue per lead increasing **78%** and home equity revenue per lead increasing **79%** in Q3 2021 compared to Q3 2020[251](index=251&type=chunk) [Adjusted EBITDA](index=44&type=section&id=Adjusted%20EBITDA) Adjusted EBITDA significantly increased to **$41.0 million** in Q3 2021 from **$21.7 million** in Q3 2020, reaching **$110.0 million** for the first nine months of 2021 Adjusted EBITDA Reconciliation (in thousands) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Net (loss) income from continuing operations | $(4,406) | $(24,809) | $24,706 | $(14,449) | | **Adjusted EBITDA** | **$40,997** | **$21,679** | **$109,975** | **$97,402** | [Financial Position, Liquidity and Capital Resources](index=45&type=section&id=Financial%20Position,%20Liquidity%20and%20Capital%20Resources) As of September 30, 2021, the company held **$215.3 million** in cash and equivalents, with **$88.9 million** net cash from operations, and secured a new credit agreement to enhance liquidity and fund future operations - The company ended Q3 2021 with **$215.3 million** in cash and cash equivalents, an increase from **$169.9 million** at the end of 2020[259](index=259&type=chunk) - A new credit agreement was established in September 2021, providing a **$200 million** revolving credit facility and a **$250 million** delayed draw term loan facility, which can be used to settle the 2022 Notes[261](index=261&type=chunk)[262](index=262&type=chunk) Cash Flow Summary - Nine Months Ended Sep 30 (in thousands) | Cash Flow Category | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $88,893 | $96,216 | | Net cash used in investing activities | $(31,695) | $(100,386) | | Net cash (used in) provided by financing activities | $(15,192) | $197,375 | [Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations impacting mortgage demand and lender lead requirements, though exposure from financial instruments is minimal with no borrowings under its variable-rate Credit Facility as of October 28, 2021 - The company's main market risk is interest rate volatility, which affects consumer demand for mortgages and, consequently, lender demand for the company's leads[274](index=274&type=chunk) - As of October 28, 2021, there were no borrowings under the new Credit Facility, minimizing exposure to interest rate changes on its debt[273](index=273&type=chunk) [Controls and Procedures](index=47&type=section&id=Item%204.%20Controls%20and%20Procedures) The CEO and CFO concluded that disclosure controls and procedures were effective as of September 30, 2021, with no material changes to internal control over financial reporting during Q3 2021 - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of the end of the quarter[275](index=275&type=chunk) - No changes occurred during the quarter ended September 30, 2021, that materially affected, or are reasonably likely to materially affect, the company's internal controls over financial reporting[276](index=276&type=chunk) PART II—OTHER INFORMATION [Legal Proceedings](index=48&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings in the ordinary course of business, with material litigation updates provided in Notes 14 and 17 of the financial statements - The company is party to litigation in the ordinary course of business; for detailed updates, refer to Notes 14 and 17 of the financial statements[278](index=278&type=chunk) [Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K were reported - No material changes to the risk factors from the 2020 Annual Report were reported[279](index=279&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=48&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not repurchase common stock under its program in Q3 2021, with **$179.7 million** remaining authorized, but purchased **11,047** shares from employees for tax withholding obligations - No shares were repurchased under the stock repurchase program during Q3 2021; approximately **$179.7 million** remains authorized for repurchase as of October 22, 2021[280](index=280&type=chunk) - During Q3 2021, **11,047** shares were purchased from employees at an average price of **$171.50** per share to satisfy tax withholding obligations on equity awards[283](index=283&type=chunk)[281](index=281&type=chunk) [Other Information](index=49&type=section&id=Item%205.%20Other%20Information) No other information was reported for this item - None[285](index=285&type=chunk) [Exhibits](index=50&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including the Credit Agreement and CEO/CFO certifications - Key exhibits filed include the Credit Agreement dated September 15, 2021, and CEO/CFO certifications pursuant to Sarbanes-Oxley Act Sections 302 and 906[287](index=287&type=chunk)

LendingTree, Inc. (NASDAQ:TREE) Q2 2021 Earnings Conference Call July 29, 2021 9:00 AM ET Company Participants Trent Ziegler – Chief Financial Officer Doug Lebda – Chairman and Chief Executive Officer J.D. Moriarty – President-LendingTree Next Conference Call Participants Jed Kelly – Oppenheimer Youssef Squali – Truist James Friedman – Susquehanna John Campbell – Stephens Inc. Kyle Peterson – Needham Rob Wildhack – Autonomous Research Melissa Wedel – J.P. Morgan Mike Grondahl – Northland Securities Nat Schi ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-34063 LendingTree, Inc. (Exact name of Registrant as specified in its charter) Delaware 26-2414818 (State or other jurisdicti ...

PART I—FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) LendingTree reported Q1 2021 revenue of $272.8 million, a 4% decrease, with net income of $19.0 million, boosted by a $40.1 million equity gain [Consolidated Statements of Operations and Comprehensive Income](index=4&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income) Q1 2021 revenue decreased to $272.8 million, resulting in an operating loss of $1.9 million, but net income reached $19.0 million due to a $40.1 million other income gain Q1 2021 vs Q1 2020 Statement of Operations (in thousands, except per share amounts) | Metric | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | **Revenue** | $272,750 | $283,084 | | **Total costs and expenses** | $274,657 | $262,335 | | **Operating (loss) income** | $(1,907) | $20,749 | | **Other income** | $40,072 | $— | | **Net income from continuing operations** | $19,312 | $18,976 | | **Net income** | $19,049 | $14,401 | | **Diluted Net income per share** | $1.35 | $1.02 | [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) As of March 31, 2021, total assets increased to $1.24 billion, driven by higher accounts receivable and equity investment valuation, while total liabilities rose to $847.7 million Balance Sheet Summary (in thousands) | Account | March 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Total current assets** | $322,431 | $296,409 | | **Goodwill** | $420,139 | $420,139 | | **Equity investment** | $121,253 | $80,000 | | **Total assets** | $1,243,177 | $1,188,990 | | **Total current liabilities** | $130,521 | $111,843 | | **Long-term debt** | $619,502 | $611,412 | | **Total liabilities** | $847,734 | $824,229 | | **Total shareholders' equity** | $395,443 | $364,761 | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities significantly decreased to $8.9 million in Q1 2021, leading to a net cash decrease of $7.9 million for the quarter Cash Flow Summary from Continuing Operations (in thousands) | Cash Flow Category | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $8,925 | $29,302 | | **Net cash used in investing activities** | $(11,733) | $(84,189) | | **Net cash (used in) provided by financing activities** | $(5,000) | $46,601 | | **Net decrease in cash** | $(7,879) | $(9,038) | [Notes to Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, segment performance with strong Home growth, debt structure, a $40.1 million gain on equity investment, and discontinued operations - The company operates an online consumer platform connecting consumers with providers for various financial products, including mortgages, credit cards, and insurance[21](index=21&type=chunk) Revenue by Segment (in thousands) | Segment | Q1 2021 | Q1 2020 | | :--- | :--- | :--- | | Home | $128,125 | $79,174 | | Consumer (Total) | $57,907 | $119,924 | | - Credit cards | $17,637 | $51,586 | | - Personal loans | $14,868 | $31,509 | | - Other Consumer | $25,402 | $36,829 | | Insurance | $86,614 | $82,737 | | **Total revenue** | **$272,750** | **$283,084** | - The company recorded a **$40.1 million gain** on its equity investment in Stash Financial, Inc. during Q1 2021 due to an adjustment to fair value based on observable market events[58](index=58&type=chunk) - The LendingTree Loans Business (HLC) is presented as discontinued operations, with related litigation settlements and legal fees included in discontinued operations following its 2019 bankruptcy filing[23](index=23&type=chunk)[156](index=156&type=chunk)[173](index=173&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the 4% revenue decline to COVID-19's impact on the Consumer segment, offset by strong Home segment growth, while a $40.1 million gain on the Stash investment boosted pre-tax income - The COVID-19 pandemic significantly impacted the Consumer segment, while the Home and Insurance segments were less affected and recovered by the end of 2020[185](index=185&type=chunk) Segment Profit (in thousands) | Segment | Q1 2021 | Q1 2020 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Home | $38,990 | $35,911 | $3,079 | 9% | | Consumer | $24,607 | $43,099 | $(18,492) | (43)% | | Insurance | $32,842 | $30,533 | $2,309 | 8% | | **Total Segment Profit** | **$96,347** | **$109,215** | **$(12,868)** | **(12)%** | - Adjusted EBITDA for Q1 2021 was **$30.7 million**, down from **$44.9 million** in Q1 2020, adjusted for items including a **$40.1 million unrealized gain** on investments and **$16.4 million** in non-cash compensation[239](index=239&type=chunk) [Results of Operations](index=32&type=section&id=Results%20of%20Operations) Total revenue decreased 4% to $272.8 million in Q1 2021, with Home segment revenue up 62% and Consumer segment revenue down 52%, leading to an operating loss - Home segment revenue increased by **$49.0 million (62%)**, primarily due to a **$52.0 million increase** in the refinance mortgage product[206](index=206&type=chunk) - Consumer segment revenue decreased by **$62.0 million (52%)**, led by a **$34.0 million (66%) drop** in credit cards revenue and a **$16.6 million (53%) drop** in personal loans revenue, attributed to the economic impact of COVID-19[201](index=201&type=chunk)[202](index=202&type=chunk)[203](index=203&type=chunk) - Selling and marketing expense remained relatively flat, increasing by **1% to $197.5 million**, while General and administrative expense rose **9% to $35.0 million** due to higher compensation and facilities costs[199](index=199&type=chunk)[211](index=211&type=chunk)[215](index=215&type=chunk) - A change in the fair value of contingent consideration resulted in a **$0.8 million expense** in Q1 2021, compared to an **$8.1 million gain** in Q1 2020[220](index=220&type=chunk) [Financial Position, Liquidity and Capital Resources](index=38&type=section&id=Financial%20Position%2C%20Liquidity%20and%20Capital%20Resources) The company maintains sufficient liquidity with $162.1 million in cash and an undrawn $500 million revolving credit facility, despite a decrease in operating cash flow - The company held **$162.1 million** in cash and cash equivalents as of March 31, 2021[240](index=240&type=chunk) - The company has a **$500.0 million** five-year senior secured revolving credit facility, which was undrawn as of March 31, 2021, providing significant liquidity[125](index=125&type=chunk)[243](index=243&type=chunk) - Net cash provided by operating activities decreased from **$29.3 million** in Q1 2020 to **$8.9 million** in Q1 2021, primarily due to unfavorable changes in accounts receivable[245](index=245&type=chunk)[247](index=247&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's business is highly sensitive to interest rate fluctuations, which impact consumer demand for mortgages and refinancing, affecting both traffic and revenue per consumer - The company's business is sensitive to interest rate fluctuations, which impact consumer demand for mortgages, particularly refinancing[255](index=255&type=chunk) - Falling interest rates tend to increase consumer traffic but decrease revenue per consumer, while rising rates have the opposite effect[255](index=255&type=chunk) [Controls and Procedures](index=40&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2021, with no material changes to internal control over financial reporting during the quarter - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of March 31, 2021[256](index=256&type=chunk) - No material changes to the company's internal control over financial reporting occurred during the first quarter of 2021[257](index=257&type=chunk) PART II—OTHER INFORMATION [Legal Proceedings](index=41&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings in the ordinary course of business, with further details available in the financial statement notes - The company is party to litigation in the ordinary course of business, with further details available in Notes 14 and 17 of the financial statements[260](index=260&type=chunk) [Risk Factors](index=41&type=section&id=Item%201A.%20Risk%20Factors) No material changes were reported to the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K - No material changes were reported to the risk factors from the company's 2020 Annual Report[261](index=261&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) LendingTree did not repurchase any shares under its stock repurchase program in Q1 2021, but acquired shares from employees for tax withholding obligations - No shares were repurchased under the stock repurchase program during Q1 2021, with approximately **$179.7 million** remaining available for repurchase as of April 23, 2021[262](index=262&type=chunk) - A total of **16,981 shares** were purchased from employees to satisfy tax withholding obligations upon the settlement of equity awards[263](index=263&type=chunk)[265](index=265&type=chunk) [Other Information](index=42&type=section&id=Item%205.%20Other%20Information) There is no other information to report for this item - None[267](index=267&type=chunk) [Exhibits](index=43&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - Lists exhibits filed with the report, including CEO/CFO certifications and XBRL data[269](index=269&type=chunk)