LendingTree(TREE) - 2023 Q4 - Annual Report

Part I Business LendingTree operates an online platform connecting consumers with financial partners for various services, generating revenue through fees, and is navigating a challenging high-interest-rate environment - LendingTree's core business is an online marketplace that connects consumers with a network of approximately 500 financial partners across a wide range of products[18] - Revenue is generated from Network Partners through various fees, including match fees when a consumer request is transmitted, closed loan fees, and fees for clicks or calls[19][31] Segment Revenue (2021-2023) | Segment | 2023 Revenue (in thousands) | 2022 Revenue (in thousands) | 2021 Revenue (in thousands) | | :--- | :--- | :--- | :--- | | Home | $143,753 | $289,383 | $441,738 | | Consumer | $278,945 | $396,109 | $329,945 | | Insurance | $249,605 | $299,073 | $326,153 | | Total Revenue | $672,502 | $984,992 | $1,098,499 | - The company's Spring platform (formerly MyLendingTree) aims to create a personalized, relationship-based experience by offering free credit scores and tailored financial product recommendations[20][23] - As of December 31, 2023, the company had 870 employees, with none represented under collective bargaining agreements[53] Risk Factors The company faces substantial risks from economic conditions, partner dependencies, intense competition, technology reliance, cybersecurity threats, and evolving regulatory landscapes Risks Related to our Business - The business is materially affected by adverse conditions in the mortgage markets and the general economy, such as high interest rates, which significantly impacted the mortgage business in 2022 and 2023[58] - Success is highly dependent on the financial strength of and relationships with Network Partners; any adverse changes or difficulties could harm the business[59] - The company relies on search engines and online advertising to attract website visitors; changes in algorithms or advertising costs could harm financial results[67] - The QuoteWizard insurance business is significant to revenue, and operational issues like reduced demand or increased media costs could have a material impact[75] - The personal loan product is a key part of the Consumer segment; reduced lender appetite or tighter underwriting standards could materially affect results[78] Risks Related to our Operations - The business depends on the integrity of its systems and infrastructures; system interruptions, outages, or delays could materially and adversely affect operations[108] - Breaches of system security, unauthorized access to personal information, or other data security incidents could result in significant financial liabilities, regulatory actions, and reputational damage[110][111] Risks Related to Legal, Compliance and Regulation - The company operates in heavily regulated industries and is subject to various federal and state laws; failure to comply could result in fines, litigation, and loss of licenses[115][117][119] - The collection and processing of personal information are subject to evolving data privacy and security laws, which could impose significant costs and liabilities[126][127] - The company's ability to use its net operating loss (NOL) carryforwards of $139.0 million (federal) and $466.4 million (state) may be limited by tax laws and future ownership changes[137] Risks Related to an Investment in our Common Stock - The company's stock price has been and may continue to be volatile due to factors like operating results, market conditions, and analyst reports[160] - As of February 28, 2024, the Chairman and CEO, Douglas Lebda, beneficially owned approximately 21% of outstanding common stock, concentrating voting control[165] - The company may not have the ability to raise the funds necessary to pay off its $284 million in outstanding convertible senior notes upon their maturity in July 2025[179] Unresolved Staff Comments There are no unresolved staff comments - Not applicable[191] Cybersecurity Cybersecurity risk management is overseen by the Audit Committee and CISO, following the NIST framework, with no material incidents reported in 2023 - Cybersecurity oversight is delegated to the Audit Committee, which receives updates from the CISO at least quarterly[194] - The company's cybersecurity risk management program is based on the NIST framework, covering identification, protection, detection, response, and recovery[196] - No material cybersecurity incidents were experienced during the year ended December 31, 2023[199] Properties LendingTree's main office is a leased 161,000 sq ft space in Charlotte, NC, with additional offices across the U.S. and India - The main corporate office is in Charlotte, North Carolina, under a lease that expires in 2036[200] - Additional offices are located in South Carolina, Colorado, Washington, Ohio, and India, supporting the Home, Consumer, and Insurance segments[200][201] Legal Proceedings The company is involved in various legal proceedings in the ordinary course of business, detailed in financial statement notes - The company is party to litigation involving property, contract, intellectual property, and other claims in the ordinary course of business[202] Mine Safety Disclosures This item is not applicable to the company - Not applicable[203] Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities LendingTree's common stock trades on Nasdaq under 'TREE', with no current dividend plans, and a share repurchase program with $96.7 million remaining authorization - The company's common stock trades on the Nasdaq Global Select Market under the ticker symbol "TREE"[205] - The company has no current intention to declare or pay cash dividends[207] - As of December 31, 2023, approximately $96.7 million remains authorized for future share repurchases under the company's stock repurchase program[211] [Reserved]](index=38&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved and contains no information Management's Discussion and Analysis of Financial Condition and Results of Operations In 2023, revenue declined 32% to $672.5 million due to high interest rates, resulting in a $122.4 million net loss, despite cost reductions and improved Insurance segment profit Results of Operations Consolidated Results of Operations (2023 vs. 2022) | Metric | 2023 (in thousands) | 2022 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Revenue | $672,502 | $984,992 | (32)% | | Home | $143,753 | $289,383 | (50)% | | Consumer | $278,945 | $396,109 | (30)% | | Insurance | $249,605 | $299,073 | (17)% | | Total costs and expenses | $713,113 | $1,017,754 | (30)% | | Selling and marketing expense | $433,588 | $702,238 | (38)% | | Goodwill impairment | $38,600 | $0 | N/A | | Operating loss | ($40,611) | ($32,762) | (24)% | | Net loss | ($122,404) | ($187,952) | 35% | - The 50% decrease in Home segment revenue was driven by a $120.8 million (67%) drop in mortgage product revenue due to rising interest rates impacting both refinance and purchase activity[257][258] - The 30% decrease in Consumer segment revenue was primarily due to declines in personal loans (-$44.0 million), credit cards (-$38.2 million), and small business loans (-$16.5 million)[252][253][254] - Selling and marketing expenses decreased by 38% ($268.7 million) as the company dynamically adjusted advertising spend in response to lower revenue opportunities[264][267] - The company recorded a goodwill impairment charge of $38.6 million in 2023 related to the Insurance reporting unit[275] - An impairment charge of $113.1 million was incurred in 2023 related to an investment in equity securities[282] Segment Profit Segment Profit (2023 vs. 2022) | Segment | 2023 Profit (in thousands) | 2022 Profit (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Home | $47,882 | $103,084 | (54)% | | Consumer | $138,877 | $174,578 | (20)% | | Insurance | $103,504 | $91,834 | 13% | | Total Segment Profit | $289,754 | $368,941 | (21)% | - The Home segment's profit margin decreased from 36% to 33% as revenue fell sharply due to diminished mortgage demand[286] - The Consumer segment's profit margin increased from 44% to 50%, despite a 30% revenue decline, indicating effective cost management[289] - The Insurance segment's profit margin significantly increased from 31% to 42%, with profit growing 13% even as revenue fell 17%, reflecting a strong focus on efficiency[292][297] Financial Position, Liquidity and Capital Resources - Cash and cash equivalents decreased from $298.8 million at year-end 2022 to $112.1 million at year-end 2023[310] - The primary use of cash in 2023 was the repurchase of approximately $290.8 million in principal of its 2025 Convertible Notes for $237.5 million in cash[312][322] - Net cash provided by operating activities was $67.6 million in 2023, an increase from $43.0 million in 2022[318] - As of February 28, 2024, the company had $246.3 million outstanding under its Term Loan Facility and $199.8 million of borrowing capacity under its Revolving Facility[316] Critical Accounting Policies and Estimates - The company maintains a full valuation allowance of $162.5 million against its net deferred tax assets as of December 31, 2023, as it was determined to be "more likely than not" that the assets will not be realized[327][331] - An interim quantitative goodwill impairment test performed as of September 30, 2023, due to a significant decline in market capitalization, resulted in a goodwill impairment charge of $38.6 million for the Insurance reporting unit[336] - The company incurred impairment charges of $114.5 million on its investments in equity securities during 2023, which are carried at cost less impairment[341] Quantitative and Qualitative Disclosures about Market Risk Primary market risk is interest rate fluctuations, impacting mortgage demand and variable-rate debt, with a 100-basis point change affecting interest expense by $2.5 million annually - Fluctuations in interest rates are a primary market risk, significantly affecting consumer demand for mortgages and the level of refinancing activity[345] - A hypothetical 100-basis point (1%) increase or decrease in market interest rates would have a $2.5 million annual effect on the interest paid on borrowings under the Credit Facility[344] Financial Statements and Supplementary Data This section presents audited consolidated financial statements, the auditor's report, and key notes on revenue, goodwill, debt, income taxes, and segments - The Report of Independent Registered Public Accounting Firm, issued by PricewaterhouseCoopers LLP, provides an unqualified opinion on the consolidated financial statements and the effectiveness of internal control over financial reporting[352] - Critical Audit Matters identified were the interim goodwill impairment assessment for the Home and Insurance reporting units and the equity investment impairment assessment for the Stash investment, due to the significant management judgment involved in their valuation[359][362] Consolidated Balance Sheet Highlights (As of Dec 31) | Account | 2023 (in thousands) | 2022 (in thousands) | | :--- | :--- | :--- | | Cash and cash equivalents | $112,051 | $298,845 | | Goodwill | $381,539 | $420,139 | | Total Assets | $802,759 | $1,199,313 | | Long-term debt | $525,617 | $813,516 | | Total Liabilities | $678,627 | $991,373 | | Total Shareholders' Equity | $124,132 | $207,940 | Consolidated Statement of Operations Highlights (Year Ended Dec 31) | Account | 2023 (in thousands) | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | :--- | | Revenue | $672,502 | $984,992 | $1,098,499 | | Operating (loss) income | ($40,611) | ($32,762) | $8,031 | | Net (loss) income | ($122,404) | ($187,952) | $69,115 | | Diluted (loss) income per share | ($9.46) | ($14.69) | $5.05 | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure This item is not applicable to the company - Not applicable[621] Controls and Procedures Management concluded that disclosure controls and internal control over financial reporting were effective as of December 31, 2023, with no material changes in Q4 2023 - The CEO and CFO concluded that disclosure controls and procedures were effective as of December 31, 2023[623] - Management concluded that internal control over financial reporting was effective as of December 31, 2023, based on the COSO framework[625] - No material changes in internal control over financial reporting occurred during the quarter ended December 31, 2023[626] Other Information No directors or executive officers adopted or terminated Rule 10b5-1 trading plans during Q4 2023 - No directors or executive officers adopted or terminated a Rule 10b5-1 trading plan during the fourth quarter of 2023[627][628] Disclosure Regarding Foreign Jurisdictions that Prevent Inspections This item is not applicable to the company - Not applicable[629] Part III Directors, Executive Officers and Corporate Governance Information on directors, executive officers, and corporate governance is incorporated by reference from the 2023 Proxy Statement - Information is incorporated by reference from the 2023 Proxy Statement[633] Executive Compensation Information on executive compensation is incorporated by reference from the 2023 Proxy Statement - Information is incorporated by reference from the 2023 Proxy Statement[634] Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information on security ownership is incorporated by reference from the 2023 Proxy Statement - Information is incorporated by reference from the 2023 Proxy Statement[635] Certain Relationships and Related Transactions, and Director Independence Information on related party transactions and director independence is incorporated by reference from the 2023 Proxy Statement - Information is incorporated by reference from the 2023 Proxy Statement[636] Principal Accounting Fees and Services Information on principal accounting fees and services is incorporated by reference from the 2023 Proxy Statement - Information is incorporated by reference from the 2023 Proxy Statement[637] Part IV Exhibits, Financial Statement Schedules This section lists consolidated financial statements and exhibits filed as part of the Form 10-K, with schedules omitted as information is included elsewhere - This section lists the consolidated financial statements and exhibits filed as part of the annual report[640][643] - All financial statement schedules were omitted because the required information is included elsewhere in the filing or is not applicable[642] Form 10-K Summary No summary is provided under this item - None[652]