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(Mark One)
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ý
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Fiscal Year Ended December 31, 2015
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or
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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Delaware
(State or other jurisdiction of
incorporation or organization)
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26-2414818
(I.R.S. Employer Identification No.)
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11115 Rushmore Drive, Charlotte, North Carolina 28277
(Address of principal executive offices)
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(704) 541-5351
(Registrant's telephone number, including area code)
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
Common Stock, $0.01 Par Value
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Name of each exchange on which registered
The NASDAQ Stock Market
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Securities registered pursuant to Section 12(g) of the Act:
None
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Large accelerated filer
o
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Accelerated filer
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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For the Year Ended December 31,
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2015
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2014
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2013
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Mortgage products
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$
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165,272
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$
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134,137
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123,091
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Non-mortgage products
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88,944
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33,213
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16,149
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Total revenue
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$
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254,216
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$
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167,350
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$
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139,240
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(1)
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Loan Request.
Consumers complete a single loan request form with information regarding the type of home loan product they are seeking, loan preferences and other data. Consumers also consent to a soft inquiry regarding their credit.
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(2)
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Loan Request Form Matching and Transmission.
Our proprietary systems and technology match a given consumer's loan request form data, credit profile and geographic location against certain pre-established criteria of Network Lenders, which may be modified from time to time. Once a given loan request passes through the matching process, the loan request is automatically transmitted to up to five participating Network Lenders.
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(3)
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Lender Evaluation and Response.
Network Lenders that receive a loan request form evaluate the information contained in it to determine whether to make a conditional loan offer.
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(4)
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Communication of a Conditional Offer.
All matched Network Lenders and any conditional offers are presented to the consumer upon completion of the loan request form. Consumers can return to the site and view their offer(s) at any time by logging in to their My LendingTree account. Additionally, matched lenders and offers are also sent to the email address associated with the consumer request.
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(5)
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Loan Processing.
Consumers may then elect to work offline with relevant Network Lenders to provide property information and additional information bearing on their creditworthiness. If a Network Lender approves a consumer's application, it may then underwrite and originate a loan.
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(6)
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Ongoing Consumer and Lender Support.
E-mail and telephone support are provided to both Network Lenders and consumers. This support is designed to provide technical assistance and increase overall satisfaction of Network Lenders and consumers.
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•
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Auto, which includes our auto refinance and purchase loan products. Auto loans enable consumers to purchase new or used vehicles or refinance an existing loan secured by an automobile.
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•
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Credit cards, which include offerings from most major card issuers. We launched this offering in the second quarter of 2013.
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•
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Home equity loans and lines of credit, which enable home owners to borrow against the equity in their home, as measured by the difference between the market value of the home and any existing loans secured by the home. Home equity loans are one-time lump sum loans, whereas a home equity line of credit reflects a line of revolving credit where the borrower has flexibility to draw down and repay the line over time.
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•
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Personal loans, which are unsecured obligations generally carrying shorter terms and smaller loan amounts than home mortgages. We have historically operated a personal loan offering, but launched an enhanced version of this offering in the third quarter of 2013.
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Reverse mortgage loans, which are a loan product available to qualifying homeowners age 62 or older. We launched this offering in the first quarter of 2013 through internal product development efforts.
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•
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Small business loans, which include a broad array of financing types, including but not limited to loans secured by working capital, equipment, real estate and other forms of financing, provided to small and medium-sized businesses in amounts generally up to (although sometimes exceeding) $1 million. We launched our small business loan marketplace in the third quarter of 2014.
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•
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Student loans, which includes both new loans to finance an education and related expenses, as well as refinancing of existing loans. We launched our new student loan offering in the second quarter of 2014 and our student loan refinancing offering commenced in the fourth quarter of 2014.
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Credit repair, through which consumers can obtain assistance improving their credit profiles, in order to expand and improve loan and other financial product opportunities available to them.
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•
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Debt relief services, through which consumers can obtain assistance negotiating existing loans.
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Home improvement services, through which consumers have the opportunity to research and find home improvement professional services.
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Personal credit data, through which consumers can gain insights into how prospective lenders and other third parties view their credit profiles.
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•
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Real estate brokerage services, through which consumers are matched with local realtors who can assist them in their home purchase or sale efforts.
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•
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Various consumer insurance products, including home and automobile, through which consumers are matched with insurance lead aggregators to obtain insurance offers.
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Restrictions on the amount and nature of fees or interest that may be charged in connection with a loan, such as state usury and fee restrictions;
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•
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Restrictions on the manner in which consumer loans are marketed and originated, including, but not limited to, the making of required consumer disclosures, such as the Federal Trade Commission's Mortgage Advertising Practices ("MAP") Rules, federal Truth-in-Lending Act, the federal Equal Credit Opportunity Act, the federal Fair Credit Reporting Act, the federal Fair Housing Act, the federal Real Estate Settlement Procedures Act ("RESPA"), and similar state laws;
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•
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Restrictions imposed by the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd Frank Act") and current or future rules promulgated thereunder, including, but not limited to, limitations on fees charged by mortgage lenders, mortgage broker disclosures and rules promulgated by the Consumer Financial Protection Bureau ("CFPB"), which was created under the Dodd-Frank Act;
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Restrictions on the amount and nature of fees that may be charged to lenders and real estate professionals for providing or obtaining consumer loan requests, such as under RESPA;
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Restrictions on the amount and nature of fees that may be charged to consumers for real estate brokerage transactions, including any incentives and rebates that may be offered to consumers by our businesses;
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•
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Federal and State laws relating to the implementation of the Secure and Fair Enforcement of Mortgage Licensing Act of 2008 (the "SAFE Act") that require us to be licensed in all States and the District of Columbia (licensing requirements are applicable to both individuals and/or businesses engaged in the solicitation of or the brokering of residential mortgage loans and/or the brokering of real estate transactions);
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•
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State and federal restrictions on the marketing activities conducted by telephone, mail, email, mobile device or the internet, including the Telemarketing Sales Rule ("TSR"), the Telephone Consumer Protection Act ("TCPA"), state telemarketing laws, federal and state privacy laws, the CAN-SPAM Act, and the Federal Trade Commission Act and their accompanying regulations and guidelines;
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State laws requiring licensure for the solicitation of or brokering of consumer loans which could affect us in our personal loan, automobile loan, student loan or other non-mortgage consumer lending businesses;
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Restrictions on the usage and storage of consumer credit information, such as those contained in the federal Fair Credit Reporting Act and the federal Credit Repair Organization Act; and
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State "Bird Dog" laws which restrict the amount and nature of fees, if any, that may be charged to consumers for automobile direct and indirect financing.
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Implementing, at an acceptable cost, product features offered by our competitors and/or expected by consumers and lenders;
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Market acceptance by consumers and lenders;
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Offerings by current and future competitors;
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Our ability to attract and retain management and other skilled personnel for these businesses;
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Our ability to collect amounts owed to us from third parties;
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Our ability to develop successful and cost-effective marketing campaigns; and
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Our ability to timely adjust marketing expenditures in relation to changes in demand for the underlying products and services offered by our lead purchasers.
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incur additional indebtedness;
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grant liens;
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make loans and investments;
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enter into mergers or make certain fundamental changes;
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make certain restricted payments, including dividends, distributions, stock repurchases or redemptions;
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sell assets;
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enter into transactions with affiliates;
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enter into restrictive transactions;
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enter into sale and leaseback transactions;
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enter into hedging transactions; and
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engage in certain other transactions without the prior consent of the lenders.
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variations in our quarterly operating results;
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failure to meet analysts' earnings estimates;
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publication of research reports about us, our Network Lenders or our industry or the failure of securities analysts to cover our common shares or our industry;
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additions or departures of key management personnel;
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adverse market reaction to any indebtedness we may incur or preference or common shares we may issue in the future;
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changes in our dividend payment policy or failure to execute our existing policy;
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actions by shareholders;
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changes in market valuations of other companies in our industry, including our customers and competitors;
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announcements by us or our competitors of significant contracts, acquisitions, dispositions, strategic partnerships, joint ventures or capital commitments;
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speculation in the press or investment community, including short selling; and
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changes or proposed changes in laws or regulations affecting our industry or enforcement of these laws and regulations, or announcements relating to these matters.
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•
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Authorize our board of directors to issue, without further action by our stockholders, up to five million shares of undesignated preferred stock, sometimes referred to as "blank check preferred";
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Prohibit cumulative voting in the election of directors;
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Provide that vacancies on our board of directors may be filled only by the affirmative vote of a majority of directors then in office or by the sole remaining director;
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Provide that only our board of directors may change the size of our board of directors;
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Specify that special meetings of our stockholders may be called only by or at the direction of our board of directors or by a person specifically designated with such authority by the board; and
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•
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Prohibit stockholders from taking action by written consent.
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Year Ended December 31, 2015
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High
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Low
|
||||
First Quarter
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$
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58.00
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$
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38.85
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Second Quarter
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78.78
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54.32
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Third Quarter
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139.59
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73.56
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Fourth Quarter
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131.83
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85.18
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Year Ended December 31, 2014
|
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High
|
|
Low
|
||||
First Quarter
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$
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35.05
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$
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29.76
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Second Quarter
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31.66
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22.94
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Third Quarter
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36.00
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24.61
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Fourth Quarter
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48.84
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33.72
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Period
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Total Number of
Shares Purchased
(1)
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Average Price
Paid per Share
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Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
(2)
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Maximum
Number/Approximate
Dollar Value of Shares
that May Yet be
Purchased Under the
Plans or Programs
|
||||||
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(in thousands)
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||||||
10/1/15 - 10/31/15
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—
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$
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—
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—
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$
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7,273
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11/1/15 - 11/30/15
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11,271
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$
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119.85
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—
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$
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7,273
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12/1/15 - 12/31/15
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1,124
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$
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95.78
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—
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$
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7,273
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Total
|
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12,395
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$
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117.66
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—
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$
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7,273
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(1)
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During October 2015, November 2015 and December 2015, 0 shares, 11,271 shares and 1,124 shares, respectively (totaling 12,395 shares), were purchased to satisfy federal and state withholding obligations of our employees upon the settlement of restricted stock unit awards, all in accordance with our Fourth Amended and Restated 2008 Stock and Award Incentive Plan, as described above.
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(2)
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See the narrative disclosure above the table for further description of our publicly announced stock repurchase program.
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Year Ended December 31,
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||||||||||||||||||
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2015
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2014
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2013
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2012
(1)
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2011
|
||||||||||
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(in thousands, except per share amounts)
|
||||||||||||||||||
Results of Operations:
|
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||||||||||
Revenue
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$
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254,216
|
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$
|
167,350
|
|
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$
|
139,240
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$
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77,443
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$
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54,617
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Income (loss) from continuing operations
(2)
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51,316
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(487
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)
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|
(673
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)
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(2,249
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)
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(49,710
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)
|
|||||
Income (loss) from discontinued operations
(3)
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(3,269
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)
|
|
9,849
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|
|
4,620
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|
|
48,874
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|
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(9,793
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)
|
|||||
Net income (loss) and comprehensive income (loss)
|
$
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48,047
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|
|
$
|
9,362
|
|
|
$
|
3,947
|
|
|
$
|
46,625
|
|
|
$
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(59,503
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)
|
|
|
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|
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|
||||||||||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
11,516
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|
|
11,188
|
|
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11,035
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|
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10,695
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|
|
10,377
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|
|||||
Diluted
|
12,541
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11,188
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11,035
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10,695
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|
|
10,377
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|
|||||
Income (loss) per share from continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
4.46
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.06
|
)
|
|
$
|
(0.21
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)
|
|
$
|
(4.79
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)
|
Diluted
|
$
|
4.09
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.06
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)
|
|
$
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(0.21
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)
|
|
$
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(4.79
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)
|
Income (loss) per share from discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Basic
|
$
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(0.28
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)
|
|
$
|
0.88
|
|
|
$
|
0.42
|
|
|
$
|
4.57
|
|
|
$
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(0.94
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)
|
Diluted
|
$
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(0.26
|
)
|
|
$
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0.88
|
|
|
$
|
0.42
|
|
|
$
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4.57
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|
|
$
|
(0.94
|
)
|
Net income (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Basic
|
$
|
4.17
|
|
|
$
|
0.84
|
|
|
$
|
0.36
|
|
|
$
|
4.36
|
|
|
$
|
(5.73
|
)
|
Diluted
|
$
|
3.83
|
|
|
$
|
0.84
|
|
|
$
|
0.36
|
|
|
$
|
4.36
|
|
|
$
|
(5.73
|
)
|
Cash dividend per share
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.00
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial Position:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
206,975
|
|
|
$
|
86,212
|
|
|
$
|
91,667
|
|
|
$
|
80,190
|
|
|
$
|
45,541
|
|
Total assets
|
$
|
295,781
|
|
|
$
|
139,891
|
|
|
$
|
152,644
|
|
|
$
|
143,171
|
|
|
$
|
331,340
|
|
Total long-term liabilities
|
$
|
612
|
|
|
$
|
4,889
|
|
|
$
|
5,437
|
|
|
$
|
5,883
|
|
|
$
|
5,544
|
|
Total shareholders' equity
|
$
|
241,142
|
|
|
$
|
96,366
|
|
|
$
|
87,008
|
|
|
$
|
82,922
|
|
|
$
|
45,471
|
|
(1)
|
In June 2012, we sold substantially all of the operating assets of our LendingTree Loans business.
See
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations for the Years Ended December 31, 2015, 2014 and 2013—Discontinued Operations for more information.
|
(2)
|
In 2015, we released the majority of the valuation allowance, which, along with federal and state income taxes, resulted in a total tax benefit of
$23.0 million
.
See
Note
9
—Income Taxes in the notes to the consolidated financial statements included elsewhere in this report for additional information.
|
(3)
|
See
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations for the Years Ended December 31, 2015, 2014 and 2013—Discontinued Operations for a discussion of discontinued operations.
|
|
Year Ended December 31,
|
|
2015 vs. 2014
|
|
2014 vs. 2013
|
||||||||||||||||
|
2015
|
2014
|
2013
|
|
$
Change
|
%
Change
|
|
$
Change
|
%
Change
|
||||||||||||
|
(Dollars in thousands)
|
||||||||||||||||||||
Mortgage products
|
$
|
165,272
|
|
$
|
134,137
|
|
$
|
123,091
|
|
|
$
|
31,135
|
|
23
|
%
|
|
$
|
11,046
|
|
9
|
%
|
Non-mortgage products
|
88,944
|
|
33,213
|
|
16,149
|
|
|
55,731
|
|
168
|
%
|
|
17,064
|
|
106
|
%
|
|||||
Revenue
|
254,216
|
|
167,350
|
|
139,240
|
|
|
86,866
|
|
52
|
%
|
|
28,110
|
|
20
|
%
|
|||||
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cost of revenue (exclusive of depreciation shown separately below)
|
9,370
|
|
7,903
|
|
6,542
|
|
|
1,467
|
|
19
|
%
|
|
1,361
|
|
21
|
%
|
|||||
Selling and marketing expense
|
172,849
|
|
112,704
|
|
91,121
|
|
|
60,145
|
|
53
|
%
|
|
21,583
|
|
24
|
%
|
|||||
General and administrative expense
|
30,030
|
|
25,883
|
|
24,658
|
|
|
4,147
|
|
16
|
%
|
|
1,225
|
|
5
|
%
|
|||||
Product development
|
10,485
|
|
7,457
|
|
5,264
|
|
|
3,028
|
|
41
|
%
|
|
2,193
|
|
42
|
%
|
|||||
Depreciation
|
3,008
|
|
3,245
|
|
3,501
|
|
|
(237
|
)
|
(7
|
)%
|
|
(256
|
)
|
(7
|
)%
|
|||||
Amortization of intangibles
|
149
|
|
136
|
|
147
|
|
|
13
|
|
10
|
%
|
|
(11
|
)
|
(7
|
)%
|
|||||
Restructuring and severance
|
422
|
|
373
|
|
159
|
|
|
49
|
|
13
|
%
|
|
214
|
|
135
|
%
|
|||||
Litigation settlements and contingencies
|
(611
|
)
|
10,618
|
|
8,955
|
|
|
(11,229
|
)
|
(106
|
)%
|
|
1,663
|
|
19
|
%
|
|||||
Total costs and expenses
|
225,702
|
|
168,319
|
|
140,347
|
|
|
57,383
|
|
34
|
%
|
|
27,972
|
|
20
|
%
|
|||||
Operating income (loss)
|
28,514
|
|
(969
|
)
|
(1,107
|
)
|
|
29,483
|
|
3,043
|
%
|
|
138
|
|
12
|
%
|
|||||
Other income (expense), net:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
(171
|
)
|
(2
|
)
|
(19
|
)
|
|
(169
|
)
|
8,450
|
%
|
|
17
|
|
89
|
%
|
|||||
Income (loss) before income taxes
|
28,343
|
|
(971
|
)
|
(1,126
|
)
|
|
29,314
|
|
3,019
|
%
|
|
155
|
|
14
|
%
|
|||||
Income tax benefit
|
22,973
|
|
484
|
|
453
|
|
|
22,489
|
|
4,646
|
%
|
|
31
|
|
7
|
%
|
|||||
Net income (loss) from continuing operations
|
51,316
|
|
(487
|
)
|
(673
|
)
|
|
51,803
|
|
10,637
|
%
|
|
186
|
|
28
|
%
|
|||||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain from sale of discontinued operations, net of tax
|
—
|
|
—
|
|
9,561
|
|
|
—
|
|
—
|
%
|
|
(9,561
|
)
|
(100
|
)%
|
|||||
(Loss) income from discontinued operations, net of tax
|
(3,269
|
)
|
9,849
|
|
(4,941
|
)
|
|
(13,118
|
)
|
(133
|
)%
|
|
14,790
|
|
299
|
%
|
|||||
(Loss) income from discontinued operations
|
(3,269
|
)
|
9,849
|
|
4,620
|
|
|
(13,118
|
)
|
(133
|
)%
|
|
5,229
|
|
113
|
%
|
|||||
Net income and comprehensive income
|
$
|
48,047
|
|
$
|
9,362
|
|
$
|
3,947
|
|
|
$
|
38,685
|
|
413
|
%
|
|
$
|
5,415
|
|
137
|
%
|
|
Year Ended December 31,
|
|
2015 vs. 2014
|
|
2014 vs. 2013
|
||||||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
$
Change
|
%
Change
|
|
$
Change
|
%
Change
|
||||||||||||
|
(Dollars in thousands)
|
||||||||||||||||||||||
Online
|
$
|
127,294
|
|
|
$
|
86,088
|
|
|
$
|
64,777
|
|
|
$
|
41,206
|
|
48
|
%
|
|
$
|
21,311
|
|
33
|
%
|
Broadcast
|
28,066
|
|
|
14,011
|
|
|
14,597
|
|
|
14,055
|
|
100
|
%
|
|
(586
|
)
|
(4
|
)%
|
|||||
Other
|
3,863
|
|
|
2,056
|
|
|
1,306
|
|
|
1,807
|
|
88
|
%
|
|
750
|
|
57
|
%
|
|||||
Total advertising expense
|
$
|
159,223
|
|
|
$
|
102,155
|
|
|
$
|
80,680
|
|
|
$
|
57,068
|
|
56
|
%
|
|
$
|
21,475
|
|
27
|
%
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
|
(in thousands, except percentages)
|
||||||||||
Income tax benefit
|
$
|
22,973
|
|
|
$
|
484
|
|
|
$
|
453
|
|
Effective tax rate
|
(81.1
|
)%
|
|
(49.8
|
)%
|
|
(40.2
|
)%
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
|
(in thousands)
|
||||||||||
Adjusted EBITDA
|
$
|
40,818
|
|
|
$
|
21,827
|
|
|
$
|
18,717
|
|
Adjustments to reconcile to net income (loss) from continuing operations:
|
|
|
|
|
|
||||||
Amortization of intangibles
|
(149
|
)
|
|
(136
|
)
|
|
(147
|
)
|
|||
Depreciation
|
(3,008
|
)
|
|
(3,245
|
)
|
|
(3,501
|
)
|
|||
Restructuring and severance
|
(422
|
)
|
|
(373
|
)
|
|
(159
|
)
|
|||
Loss on disposal of assets
|
(748
|
)
|
|
(282
|
)
|
|
(165
|
)
|
|||
Impairment of long-lived assets
|
—
|
|
|
(805
|
)
|
|
—
|
|
|||
Non-cash compensation
|
(8,370
|
)
|
|
(7,277
|
)
|
|
(5,627
|
)
|
|||
Estimated settlement for unclaimed property
|
(134
|
)
|
|
—
|
|
|
—
|
|
|||
Acquisition expense
|
(84
|
)
|
|
(60
|
)
|
|
—
|
|
|||
Discretionary cash bonus
|
—
|
|
|
—
|
|
|
(920
|
)
|
|||
Trust contribution
|
—
|
|
|
—
|
|
|
(350
|
)
|
|||
Litigation settlements and contingencies
|
611
|
|
|
(10,618
|
)
|
|
(8,955
|
)
|
|||
Interest expense
|
(171
|
)
|
|
(2
|
)
|
|
(19
|
)
|
|||
Income tax benefit
|
22,973
|
|
|
484
|
|
|
453
|
|
|||
Net income (loss) from continuing operations
|
$
|
51,316
|
|
|
$
|
(487
|
)
|
|
$
|
(673
|
)
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
|
(in thousands)
|
||||||||||
Net cash provided by operating activities
|
$
|
32,584
|
|
|
$
|
9,075
|
|
|
$
|
10,238
|
|
Net cash provided by investing activities
|
4,901
|
|
|
2,704
|
|
|
647
|
|
|||
Net cash provided by (used in) financing activities
|
86,909
|
|
|
(7,651
|
)
|
|
(5,983
|
)
|
|
Payments Due By Period as of December 31, 2015
|
||||||||||||||
Contractual Obligations
(a)
|
Total
|
Less Than
1 Year
|
1-3 Years
|
3-5 Years
|
More Than
5 Years
|
||||||||||
Operating lease obligations
(b)
|
$
|
6,348
|
|
$
|
1,668
|
|
$
|
2,600
|
|
$
|
2,080
|
|
$
|
—
|
|
Total contractual obligations
|
$
|
6,348
|
|
$
|
1,668
|
|
$
|
2,600
|
|
$
|
2,080
|
|
$
|
—
|
|
(a)
|
Excludes potential obligations under surety and litigation bonds and the indemnification obligations, repurchase obligations and premium repayment obligations for which our HLC subsidiary continues to be liable following the sale of substantially all of the operating assets of our LendingTree Loans business in the second quarter of 2012.
|
(b)
|
Our operating lease obligations are associated with office space in both our continuing and discontinued operations.
|
|
|
Page
Number
|
LENDINGTREE, INC. AND SUBSIDIARIES:
|
||
|
||
CONSOLIDATED FINANCIAL STATEMENTS:
|
|
|
|
Consolidated Statements of Operations
and Comprehensive Income
|
|
|
||
|
||
|
||
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
|
(in thousands, except per share amounts)
|
||||||||||
Revenue
|
$
|
254,216
|
|
|
$
|
167,350
|
|
|
$
|
139,240
|
|
Costs and expenses:
|
|
|
|
|
|
||||||
Cost of revenue
(exclusive of depreciation shown separately below)
|
9,370
|
|
|
7,903
|
|
|
6,542
|
|
|||
Selling and marketing expense
|
172,849
|
|
|
112,704
|
|
|
91,121
|
|
|||
General and administrative expense
|
30,030
|
|
|
25,883
|
|
|
24,658
|
|
|||
Product development
|
10,485
|
|
|
7,457
|
|
|
5,264
|
|
|||
Depreciation
|
3,008
|
|
|
3,245
|
|
|
3,501
|
|
|||
Amortization of intangibles
|
149
|
|
|
136
|
|
|
147
|
|
|||
Restructuring and severance
|
422
|
|
|
373
|
|
|
159
|
|
|||
Litigation settlements and contingencies
|
(611
|
)
|
|
10,618
|
|
|
8,955
|
|
|||
Total costs and expenses
|
225,702
|
|
|
168,319
|
|
|
140,347
|
|
|||
Operating income (loss)
|
28,514
|
|
|
(969
|
)
|
|
(1,107
|
)
|
|||
Other income (expense), net:
|
|
|
|
|
|
||||||
Interest expense
|
(171
|
)
|
|
(2
|
)
|
|
(19
|
)
|
|||
Income (loss) before income taxes
|
28,343
|
|
|
(971
|
)
|
|
(1,126
|
)
|
|||
Income tax benefit
|
22,973
|
|
|
484
|
|
|
453
|
|
|||
Net income (loss) from continuing operations
|
51,316
|
|
|
(487
|
)
|
|
(673
|
)
|
|||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|||
Gain from sale of discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
9,561
|
|
|||
(Loss) income from discontinued operations, net of tax
|
(3,269
|
)
|
|
9,849
|
|
|
(4,941
|
)
|
|||
(Loss) income from discontinued operations
|
(3,269
|
)
|
|
9,849
|
|
|
4,620
|
|
|||
Net income and comprehensive income
|
$
|
48,047
|
|
|
$
|
9,362
|
|
|
$
|
3,947
|
|
|
|
|
|
|
|
|
|
|
|||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|||
Basic
|
11,516
|
|
|
11,188
|
|
|
11,035
|
|
|||
Diluted
|
12,541
|
|
|
11,188
|
|
|
11,035
|
|
|||
Income (loss) per share from continuing operations:
|
|
|
|
|
|
||||||
Basic
|
$
|
4.46
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.06
|
)
|
Diluted
|
$
|
4.09
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.06
|
)
|
(Loss) income per share from discontinued operations:
|
|
|
|
|
|
||||||
Basic
|
$
|
(0.28
|
)
|
|
$
|
0.88
|
|
|
$
|
0.42
|
|
Diluted
|
$
|
(0.26
|
)
|
|
$
|
0.88
|
|
|
$
|
0.42
|
|
Net income per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
4.17
|
|
|
$
|
0.84
|
|
|
$
|
0.36
|
|
Diluted
|
$
|
3.83
|
|
|
$
|
0.84
|
|
|
$
|
0.36
|
|
|
December 31, 2015
|
|
December 31, 2014
|
||||
|
(in thousands, except par value
and share amounts)
|
||||||
ASSETS:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
206,975
|
|
|
$
|
86,212
|
|
Restricted cash and cash equivalents
|
6,541
|
|
|
18,716
|
|
||
Accounts receivable (net of allowance of $606 and $349, respectively)
|
29,873
|
|
|
13,611
|
|
||
Prepaid and other current assets
|
2,085
|
|
|
931
|
|
||
Current assets of discontinued operations
|
110
|
|
|
189
|
|
||
Total current assets
|
245,584
|
|
|
119,659
|
|
||
Property and equipment, net
|
9,415
|
|
|
5,257
|
|
||
Goodwill
|
3,632
|
|
|
3,632
|
|
||
Intangible assets, net
|
10,992
|
|
|
11,141
|
|
||
Deferred income tax assets
|
20,977
|
|
|
—
|
|
||
Other non-current assets
|
1,039
|
|
|
102
|
|
||
Non-current assets of discontinued operations
|
4,142
|
|
|
100
|
|
||
Total assets
|
$
|
295,781
|
|
|
$
|
139,891
|
|
|
|
|
|
||||
LIABILITIES:
|
|
|
|
||||
Accounts payable, trade
|
$
|
5,741
|
|
|
$
|
1,060
|
|
Accrued expenses and other current liabilities
|
34,885
|
|
|
25,521
|
|
||
Current liabilities of discontinued operations (Note 16)
|
13,401
|
|
|
12,055
|
|
||
Total current liabilities
|
54,027
|
|
|
38,636
|
|
||
Other non-current liabilities
|
586
|
|
|
—
|
|
||
Deferred income tax liabilities
|
—
|
|
|
4,738
|
|
||
Non-current liabilities of discontinued operations
|
26
|
|
|
151
|
|
||
Total liabilities
|
54,639
|
|
|
43,525
|
|
||
Commitments and contingencies (Notes 11 and 12)
|
|
|
|
||||
SHAREHOLDERS' EQUITY:
|
|
|
|
||||
Preferred stock $.01 par value; 5,000,000 shares authorized; none issued or outstanding
|
—
|
|
|
—
|
|
||
Common stock $.01 par value; 50,000,000 shares authorized; 13,865,620 and 12,854,517 shares issued, respectively, and 12,392,093 and 11,386,240 shares outstanding, respectively
|
139
|
|
|
129
|
|
||
Additional paid-in capital
|
1,006,688
|
|
|
909,751
|
|
||
Accumulated deficit
|
(750,124
|
)
|
|
(798,171
|
)
|
||
Treasury stock 1,473,527 and 1,468,277 shares, respectively
|
(15,561
|
)
|
|
(15,343
|
)
|
||
Total shareholders' equity
|
241,142
|
|
|
96,366
|
|
||
Total liabilities and shareholders' equity
|
$
|
295,781
|
|
|
$
|
139,891
|
|
|
|
|
Common Stock
|
|
|
|
|
|
Treasury Stock
|
||||||||||||||||
|
Total
|
|
Number
of Shares
|
|
Amount
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Deficit
|
|
Number
of Shares
|
|
Amount
|
||||||||||||
|
(in thousands)
|
||||||||||||||||||||||||
Balance as of December 31, 2012
|
$
|
82,922
|
|
|
12,195
|
|
|
$
|
122
|
|
|
$
|
903,692
|
|
|
$
|
(811,480
|
)
|
|
1,188
|
|
|
$
|
(9,412
|
)
|
Net income and comprehensive income
|
3,947
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,947
|
|
|
—
|
|
|
—
|
|
|||||
Non-cash compensation
|
5,629
|
|
|
—
|
|
|
—
|
|
|
5,629
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Purchase of treasury stock
|
(3,321
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
181
|
|
|
(3,321
|
)
|
|||||
Dividends
|
637
|
|
|
—
|
|
|
—
|
|
|
637
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Issuance of common stock for stock options, restricted stock awards and restricted stock units, net of withholding taxes
|
(2,806
|
)
|
|
425
|
|
|
4
|
|
|
(2,810
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Balance as of December 31, 2013
|
$
|
87,008
|
|
|
12,620
|
|
|
$
|
126
|
|
|
$
|
907,148
|
|
|
$
|
(807,533
|
)
|
|
1,369
|
|
|
$
|
(12,733
|
)
|
Net income and comprehensive income
|
9,362
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,362
|
|
|
—
|
|
|
—
|
|
|||||
Non-cash compensation
|
7,446
|
|
|
—
|
|
|
—
|
|
|
7,446
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Purchase of treasury stock
|
(2,610
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
99
|
|
|
(2,610
|
)
|
|||||
Dividends
|
(28
|
)
|
|
—
|
|
|
—
|
|
|
(28
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Issuance of common stock for stock options, restricted stock awards and restricted stock units, net of withholding taxes
|
(4,812
|
)
|
|
235
|
|
|
3
|
|
|
(4,815
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Balance as of December 31, 2014
|
$
|
96,366
|
|
|
12,855
|
|
|
$
|
129
|
|
|
$
|
909,751
|
|
|
$
|
(798,171
|
)
|
|
1,468
|
|
|
$
|
(15,343
|
)
|
Net income and comprehensive income
|
48,047
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
48,047
|
|
|
—
|
|
|
—
|
|
|||||
Non-cash compensation
|
8,508
|
|
|
—
|
|
|
—
|
|
|
8,508
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Purchase of treasury stock
|
(218
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
(218
|
)
|
|||||
Dividends
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Issuance of common stock for stock options, restricted stock awards and restricted stock units, net of withholding taxes
|
(7,613
|
)
|
|
158
|
|
|
1
|
|
|
(7,614
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Tax benefit from stock-based award activity
|
4,601
|
|
|
—
|
|
|
—
|
|
|
4,601
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Proceeds from equity offering, net of offering costs
|
91,462
|
|
|
853
|
|
|
9
|
|
|
91,453
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Balance as of December 31, 2015
|
$
|
241,142
|
|
|
13,866
|
|
|
$
|
139
|
|
|
$
|
1,006,688
|
|
|
$
|
(750,124
|
)
|
|
1,474
|
|
|
$
|
(15,561
|
)
|
|
Year Ended December 31,
|
||||||||
|
2015
|
2014
|
2013
|
||||||
|
(in thousands)
|
||||||||
Cash flows from operating activities attributable to continuing operations:
|
|
|
|
||||||
Net income and comprehensive income
|
$
|
48,047
|
|
$
|
9,362
|
|
$
|
3,947
|
|
Less: Loss (income) from discontinued operations, net of tax
|
3,269
|
|
(9,849
|
)
|
(4,620
|
)
|
|||
Income (loss) from continuing operations
|
51,316
|
|
(487
|
)
|
(673
|
)
|
|||
Adjustments to reconcile income (loss) from continuing operations to net cash provided by operating activities attributable to continuing operations:
|
|
|
|
||||||
Loss on disposal of fixed assets
|
748
|
|
282
|
|
165
|
|
|||
Impairment of long-lived assets
|
—
|
|
805
|
|
—
|
|
|||
Amortization of intangibles
|
149
|
|
136
|
|
147
|
|
|||
Depreciation
|
3,008
|
|
3,245
|
|
3,501
|
|
|||
Non-cash compensation expense
|
8,508
|
|
7,446
|
|
5,627
|
|
|||
Deferred income taxes
|
(29,969
|
)
|
106
|
|
64
|
|
|||
Excess tax benefit from stock-based award activity
|
(4,601
|
)
|
—
|
|
—
|
|
|||
Bad debt expense
|
337
|
|
206
|
|
248
|
|
|||
Amortization of debt issuance costs
|
47
|
|
—
|
|
—
|
|
|||
Changes in current assets and liabilities:
|
|
|
|
||||||
Accounts receivable
|
(16,598
|
)
|
(1,228
|
)
|
(3,614
|
)
|
|||
Prepaid and other current assets
|
(874
|
)
|
(84
|
)
|
(170
|
)
|
|||
Accounts payable, accrued expenses and other current liabilities
|
13,689
|
|
(1,935
|
)
|
6,157
|
|
|||
Income taxes payable
|
6,247
|
|
740
|
|
(610
|
)
|
|||
Other, net
|
577
|
|
(157
|
)
|
(604
|
)
|
|||
Net cash provided by operating activities attributable to continuing operations
|
32,584
|
|
9,075
|
|
10,238
|
|
|||
Cash flows from investing activities attributable to continuing operations:
|
|
|
|
||||||
Capital expenditures
|
(7,237
|
)
|
(3,856
|
)
|
(2,750
|
)
|
|||
Acquisition of a business
|
(37
|
)
|
(740
|
)
|
—
|
|
|||
Decrease in restricted cash
|
12,175
|
|
7,300
|
|
3,397
|
|
|||
Net cash provided by investing activities attributable to continuing operations
|
4,901
|
|
2,704
|
|
647
|
|
|||
Cash flows from financing activities attributable to continuing operations:
|
|
|
|
||||||
Payments related to net-share settlement of stock -based compensation, net of proceeds from exercise of stock options
|
(7,612
|
)
|
(4,812
|
)
|
(2,806
|
)
|
|||
Proceeds from equity offering, net of offering costs
|
91,484
|
|
—
|
|
—
|
|
|||
Payment of debt issuance costs
|
(1,215
|
)
|
—
|
|
—
|
|
|||
Excess tax benefit from stock-based award activity
|
4,601
|
|
—
|
|
—
|
|
|||
Purchase of treasury stock
|
(218
|
)
|
(2,610
|
)
|
(3,321
|
)
|
|||
Dividends
|
(131
|
)
|
(229
|
)
|
144
|
|
|||
Net cash provided by (used in) financing activities attributable to continuing operations
|
86,909
|
|
(7,651
|
)
|
(5,983
|
)
|
|||
Total cash provided by continuing operations
|
124,394
|
|
4,128
|
|
4,902
|
|
|||
Discontinued operations:
|
|
|
|
|
|
|
|||
Net cash used in operating activities attributable to discontinued operations
|
(3,631
|
)
|
(9,583
|
)
|
(3,425
|
)
|
|||
Net cash provided by investing activities attributable to discontinued operations
|
—
|
|
—
|
|
10,000
|
|
|||
Total cash (used in) provided by discontinued operations
|
(3,631
|
)
|
(9,583
|
)
|
6,575
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
120,763
|
|
(5,455
|
)
|
11,477
|
|
|||
Cash and cash equivalents at beginning of period
|
86,212
|
|
91,667
|
|
80,190
|
|
|||
Cash and cash equivalents at end of period
|
$
|
206,975
|
|
$
|
86,212
|
|
$
|
91,667
|
|
|
|
|
|
|
|
|
|||
Supplemental cash flow information:
|
|
|
|
|
|
|
|||
Interest paid
|
$
|
60
|
|
$
|
2
|
|
$
|
19
|
|
Income tax payments
|
703
|
|
3
|
|
654
|
|
|||
Income tax refunds
|
(96
|
)
|
(779
|
)
|
(4
|
)
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Balance, beginning of the period
|
$
|
349
|
|
|
$
|
408
|
|
|
$
|
503
|
|
Charges to earnings
|
337
|
|
|
206
|
|
|
248
|
|
|||
Write-off of uncollectible accounts receivable
|
(80
|
)
|
|
(265
|
)
|
|
(343
|
)
|
|||
Balance, end of the period
|
$
|
606
|
|
|
$
|
349
|
|
|
$
|
408
|
|
Asset Category
|
Estimated Useful Lives
|
Computer equipment and capitalized software
|
1 to 5 years
|
Leasehold improvements
|
Lesser of asset life or life of lease
|
Furniture and other equipment
|
3 to 7 years
|
•
|
Level 1
: Observable inputs, such as quoted prices for identical assets and liabilities in active markets obtained from independent sources.
|
•
|
Level 2
: Other inputs that are observable directly or indirectly, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs that are derived principally from or corroborated by observable market data.
|
•
|
Level 3
: Unobservable inputs for which there is little or no market data and which require the Company to develop its own assumptions, based on the best information available under the circumstances, about the assumptions market participants would use in pricing the asset or liability.
|
|
December 31, 2015
|
|
December 31, 2014
|
||||
Cash in escrow for surety bonds
(a)
|
$
|
2,453
|
|
|
$
|
2,453
|
|
Cash in escrow for corporate purchasing card program
|
—
|
|
|
100
|
|
||
Cash in escrow from sale of LendingTree Loans
(b)
|
4,028
|
|
|
16,106
|
|
||
Other
|
60
|
|
|
57
|
|
||
Total restricted cash and cash equivalents
|
$
|
6,541
|
|
|
$
|
18,716
|
|
(a)
|
See
Note
11
—Commitments for a discussion of surety bonds. In February 2016, all funds were released from restriction due to a reduction in collateral requirements.
|
(b)
|
HLC, a subsidiary of the Company, continues to be liable for certain indemnification obligations, repurchase obligations and premium repayment obligations following the sale of substantially all of the operating assets of its LendingTree Loans business in the second quarter of 2012. As a result of a settlement agreement in 2014 with a secondary market purchaser of loans,
$12.1 million
of cash held in escrow was released in December 2015.
|
|
December 31, 2015
|
|
December 31, 2014
|
||||
Computer equipment and capitalized software
|
$
|
10,192
|
|
|
$
|
16,080
|
|
Leasehold improvements
|
2,096
|
|
|
2,096
|
|
||
Furniture and other equipment
|
455
|
|
|
1,030
|
|
||
Projects in progress
|
3,612
|
|
|
861
|
|
||
Total gross property and equipment
|
16,355
|
|
|
20,067
|
|
||
Accumulated depreciation
|
(6,940
|
)
|
|
(14,810
|
)
|
||
Total property and equipment, net
|
$
|
9,415
|
|
|
$
|
5,257
|
|
|
December 31, 2015
|
|
December 31, 2014
|
||||
Goodwill
|
$
|
486,720
|
|
|
$
|
486,720
|
|
Accumulated impairment losses
|
(483,088
|
)
|
|
(483,088
|
)
|
||
Net goodwill
|
$
|
3,632
|
|
|
$
|
3,632
|
|
|
|
|
|
||||
Intangible assets with indefinite lives
|
$
|
10,142
|
|
|
$
|
10,142
|
|
Intangible assets with definite lives, net
|
850
|
|
|
999
|
|
||
Total intangible assets, net
|
$
|
10,992
|
|
|
$
|
11,141
|
|
|
Weighted Average
Amortization Life
|
|
Cost
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Customer lists
|
10.0 years
|
|
$
|
1,000
|
|
|
$
|
(150
|
)
|
|
$
|
850
|
|
Other
|
2.2 years
|
|
1,087
|
|
|
(1,087
|
)
|
|
—
|
|
|||
Balance at December 31, 2015
|
|
|
$
|
2,087
|
|
|
$
|
(1,237
|
)
|
|
$
|
850
|
|
|
Weighted Average
Amortization Life
|
|
Cost
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Customer lists
|
10.0 years
|
|
$
|
1,049
|
|
|
$
|
(50
|
)
|
|
$
|
999
|
|
Other
|
2.2 years
|
|
1,087
|
|
|
(1,087
|
)
|
|
—
|
|
|||
Balance at December 31, 2014
|
|
|
$
|
2,136
|
|
|
$
|
(1,137
|
)
|
|
$
|
999
|
|
|
Amortization Expense
|
||
Year ending December 31, 2016
|
$
|
100
|
|
Year ending December 31, 2017
|
100
|
|
|
Year ending December 31, 2018
|
100
|
|
|
Year ending December 31, 2019
|
100
|
|
|
Year ending December 31, 2020
|
100
|
|
|
Thereafter
|
350
|
|
|
Total intangible assets with definite lives, net
|
$
|
850
|
|
|
December 31, 2015
|
|
December 31, 2014
|
||||
Accrued litigation liabilities
|
$
|
636
|
|
|
$
|
2,786
|
|
Accrued advertising expense
|
20,841
|
|
|
11,170
|
|
||
Accrued compensation and benefits
|
4,464
|
|
|
2,666
|
|
||
Accrued professional fees
|
711
|
|
|
337
|
|
||
Customer deposits and escrows
|
4,471
|
|
|
4,560
|
|
||
Other
|
3,762
|
|
|
4,002
|
|
||
Total accrued expenses and other current liabilities
|
$
|
34,885
|
|
|
$
|
25,521
|
|
|
Year Ended December 31,
|
|||||||
|
2015
|
|
2014
|
|
2013
|
|||
Weighted average basic common shares
|
11,516
|
|
|
11,188
|
|
|
11,035
|
|
Effect of stock options
|
866
|
|
|
—
|
|
|
—
|
|
Effect of dilutive share awards
|
159
|
|
|
—
|
|
|
—
|
|
Weighted average diluted common shares
|
12,541
|
|
|
11,188
|
|
|
11,035
|
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Cost of revenue
|
$
|
95
|
|
|
$
|
32
|
|
|
$
|
13
|
|
Selling and marketing expense
|
1,597
|
|
|
901
|
|
|
931
|
|
|||
General and administrative expense
|
5,120
|
|
|
5,148
|
|
|
3,841
|
|
|||
Product development
|
1,558
|
|
|
1,196
|
|
|
842
|
|
|||
Restructuring and severance
|
138
|
|
|
169
|
|
|
—
|
|
|||
Total non-cash compensation
|
$
|
8,508
|
|
|
$
|
7,446
|
|
|
$
|
5,627
|
|
|
Number of Options
|
|
Weighted
Average
Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Term
|
|
Aggregate
Intrinsic
Value
(a)
|
|||||
|
|
|
(per option)
|
|
(in years)
|
|
(in thousands)
|
|||||
Outstanding at December 31, 2014
|
2,136,679
|
|
|
$
|
18.16
|
|
|
|
|
|
|
|
Granted
|
46,406
|
|
|
68.62
|
|
|
|
|
|
|
||
Exercised
|
(136,125
|
)
|
|
17.61
|
|
|
|
|
|
|
||
Forfeited
|
(127,439
|
)
|
|
26.84
|
|
|
|
|
|
|
||
Expired
|
(1,339
|
)
|
|
7.88
|
|
|
|
|
|
|
||
Outstanding at December 31, 2015
|
1,918,182
|
|
|
$
|
18.85
|
|
|
5.92
|
|
$
|
135,324
|
|
Options exercisable
|
932,941
|
|
|
$
|
8.51
|
|
|
3.44
|
|
$
|
75,350
|
|
(a)
|
The aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between the Company's closing stock price of
$89.28
on the last trading day of
2015
and the exercise price, multiplied by the number of shares covered by in-the-money options) that would have been received by the option holders had all option holders exercised their options on
December 31, 2015
. The intrinsic value changes based on the market value of the Company's common stock.
|
|
Year Ended December 31,
|
|||
|
2015
|
2014
|
||
Expected term
(1)
|
5.21 - 6.23 years
|
|
5.75 - 6.63 years
|
|
Expected dividend
(2)
|
—
|
|
—
|
|
Expected volatility
(3)
|
38% - 48%
|
|
36% - 64%
|
|
Risk-free interest rate
(4)
|
1.65% - 2.01%
|
|
1.81% - 2.13%
|
|
(1)
|
The expected term of stock options granted was calculated using the 'Simplified Method', which utilizes the midpoint between the weighted average time of vesting and the end of the contractual term. This method was utilized for the stock options due to a lack of historical exercise behavior by the Company's employees.
|
(2)
|
For all stock options granted during the years ended December 31,
2015
and
2014
,
no
dividends are expected to be paid over the contractual term of the stock options, resulting in a zero expected dividend rate.
|
(3)
|
The expected volatility rate is based on the historical volatility of the Company's common stock or a blended rate which includes the historical volatility of the Company's common stock and that of a peer group.
|
(4)
|
The risk-free interest rate is specific to the date of grant. The risk-free interest rate is based on U.S. Treasury yields for notes with comparable expected terms as the awards, in effect at the grant date.
|
|
RSUs
|
|||||
|
Number of
Units
|
|
Weighted
Average Grant
Date Fair
Value
|
|||
|
|
|
(per unit)
|
|||
Nonvested at December 31, 2014
|
351,801
|
|
|
$
|
22.83
|
|
Granted
(a)
|
101,955
|
|
|
69.35
|
|
|
Vested
|
(187,052
|
)
|
|
20.83
|
|
|
Forfeited
|
(29,327
|
)
|
|
32.92
|
|
|
Nonvested at December 31, 2015
|
237,377
|
|
|
$
|
43.13
|
|
(a)
|
The grant date fair value per share of the RSUs is calculated as the closing market price of LendingTree's common stock at the time of the grant.
|
|
Restricted Stock
|
|||||
|
Number of
Shares
|
|
Weighted
Average Grant
Date Fair
Value
|
|||
|
|
|
(per share)
|
|||
Nonvested at December 31, 2014
|
123,057
|
|
|
$
|
23.41
|
|
Granted
(a)
|
—
|
|
|
—
|
|
|
Vested
|
(54,295
|
)
|
|
23.18
|
|
|
Forfeited
|
—
|
|
|
—
|
|
|
Nonvested at December 31, 2015
|
68,762
|
|
|
$
|
23.60
|
|
(a)
|
The grant date fair value per share of the restricted stock is calculated as the closing market price of LendingTree's common stock at the time of grant.
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Current income tax expense (benefit):
|
|
|
|
|
|
||||||
Federal
|
$
|
5,847
|
|
|
$
|
(371
|
)
|
|
$
|
(425
|
)
|
State
|
1,149
|
|
|
(219
|
)
|
|
(92
|
)
|
|||
Current income tax expense (benefit)
|
6,996
|
|
|
(590
|
)
|
|
(517
|
)
|
|||
Deferred income tax (benefit) provision:
|
|
|
|
|
|
||||||
Federal
|
(19,676
|
)
|
|
63
|
|
|
63
|
|
|||
State
|
(10,293
|
)
|
|
43
|
|
|
1
|
|
|||
Deferred income tax (benefit) provision
|
(29,969
|
)
|
|
106
|
|
|
64
|
|
|||
Income tax benefit
|
$
|
(22,973
|
)
|
|
$
|
(484
|
)
|
|
$
|
(453
|
)
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Income tax expense (benefit) at the federal statutory rate of 35%
|
$
|
9,920
|
|
|
$
|
(340
|
)
|
|
$
|
(394
|
)
|
State income taxes, net of effect of federal tax benefit
|
1,480
|
|
|
(143
|
)
|
|
(60
|
)
|
|||
Non-deductible non-cash compensation expense
|
351
|
|
|
—
|
|
|
—
|
|
|||
Release of valuation allowance
|
(34,409
|
)
|
|
—
|
|
|
—
|
|
|||
Other, net
|
(315
|
)
|
|
(1
|
)
|
|
1
|
|
|||
Income tax benefit
|
$
|
(22,973
|
)
|
|
$
|
(484
|
)
|
|
$
|
(453
|
)
|
|
December 31,
|
||||||
|
2015
|
|
2014
|
||||
Deferred tax assets:
|
|
|
|
||||
Provision for accrued expenses
|
$
|
7,247
|
|
|
$
|
7,265
|
|
Net operating loss carryforwards
(a)
|
15,036
|
|
|
23,370
|
|
||
Non-cash compensation expense
|
4,321
|
|
|
3,010
|
|
||
Goodwill
|
1,825
|
|
|
1,825
|
|
||
Other
|
1,544
|
|
|
1,296
|
|
||
Total gross deferred tax assets
|
29,973
|
|
|
36,766
|
|
||
Less: valuation allowance
(b)
|
(2,341
|
)
|
|
(40,121
|
)
|
||
Total deferred tax assets, net of the valuation allowance
|
27,632
|
|
|
(3,355
|
)
|
||
Deferred tax liabilities:
|
|
|
|
||||
Intangible and other assets
|
(2,060
|
)
|
|
(1,258
|
)
|
||
Other
|
(453
|
)
|
|
(237
|
)
|
||
Total gross deferred tax liabilities
|
(2,513
|
)
|
|
(1,495
|
)
|
||
Net deferred taxes
|
$
|
25,119
|
|
|
$
|
(4,850
|
)
|
(a)
|
At
December 31, 2015
, the Company had pre-tax consolidated federal net operating losses ("NOLs") of
$32.2 million
. The federal NOLs will expire between 2030 and 2034. The Company's NOLs will be available to offset taxable income (until such NOLs are either used or expire) subject to the Internal Revenue Code Section 382 annual limitation. The amount of tax deductions in excess of previously recorded windfall tax benefits associated with non-cash compensation included in federal net operating loss carryforwards but not reflected in deferred tax assets for the year ended December 31, 2015 was
$8.2 million
. Upon realization of the federal net operating losses, the Company will recognize a windfall tax benefit as an increase to additional paid-in capital. In addition, the Company has state NOLs of approximately
$287.3 million
at
December 31, 2015
that will expire at various times between 2015 and 2034.
|
(b)
|
The valuation allowance is related to items for which it is
"more likely than not"
that the tax benefit will not be realized.
|
|
December 31,
|
||||||
|
2015
|
|
2014
|
||||
Deferred income tax assets
|
$
|
20,977
|
|
|
$
|
—
|
|
Non-current assets of discontinued operations
|
4,142
|
|
|
—
|
|
||
Accrued expenses and other current liabilities
|
—
|
|
|
(112
|
)
|
||
Deferred income tax liabilities
|
—
|
|
|
(4,738
|
)
|
||
Net deferred taxes
|
$
|
25,119
|
|
|
$
|
(4,850
|
)
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Balance, beginning of the period
|
$
|
40,121
|
|
|
$
|
49,674
|
|
|
$
|
54,961
|
|
Charges to earnings
(a)
|
(37,780
|
)
|
|
(3,707
|
)
|
|
(5,287
|
)
|
|||
Out of period adjustment
(b)
|
—
|
|
|
(5,846
|
)
|
|
—
|
|
|||
Balance, end of the period
|
$
|
2,341
|
|
|
$
|
40,121
|
|
|
$
|
49,674
|
|
|
Year Ended December 31,
|
||||||
|
2015
|
|
2014
|
||||
Balance, beginning of the period
|
$
|
23
|
|
|
$
|
36
|
|
Additions based on tax positions of prior years
|
—
|
|
|
—
|
|
||
Lapse of statute of limitations
|
(4
|
)
|
|
(13
|
)
|
||
Balance, end of the period
|
$
|
19
|
|
|
$
|
23
|
|
•
|
a base rate generally defined as the sum of (i) the greater of (a) the
prime rate of SunTrust Bank
, (b) the
federal funds effective rate
plus
0.5%
and (c) the
LIBO rate
(defined below) on a daily basis applicable for an interest period of one month plus
1.0%
and (ii) an applicable percentage of
1.0%
to
2.0%
based on the funded debt to consolidated EBITDA ratio; or
|
•
|
a LIBO rate generally defined as the sum of (i) the
rate for Eurodollar deposits
in the applicable currency and (ii) an applicable percentage of
2.0%
to
3.0%
based on the funded debt to consolidated EBITDA ratio.
|
Year ending December 31,
|
|
Amount
|
||
2016
|
|
$
|
1,543
|
|
2017
|
|
1,374
|
|
|
2018
|
|
1,227
|
|
|
2019
|
|
1,025
|
|
|
2020
|
|
1,055
|
|
|
Total
|
|
$
|
6,224
|
|
|
Commitments Due By Period
|
||||||||||||||||||
|
Total
|
|
Less Than
1 year
|
|
1-3 years
|
|
3-5 years
|
|
More Than
5 years
|
||||||||||
Surety bonds
(a)
|
$
|
7,023
|
|
|
$
|
4,583
|
|
|
$
|
2,440
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Litigation bonds
(b)
|
2,540
|
|
|
2,540
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
$
|
9,563
|
|
|
$
|
7,123
|
|
|
$
|
2,440
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Continuing
Lease
Obligations
|
||
Balance at December 31, 2012
|
$
|
906
|
|
Restructuring expense
|
56
|
|
|
Payments
|
(500
|
)
|
|
Balance at December 31, 2013
|
$
|
462
|
|
Restructuring expense
|
13
|
|
|
Payments
|
(297
|
)
|
|
Balance at December 31, 2014
|
$
|
178
|
|
Restructuring income
|
(29
|
)
|
|
Payments
|
(149
|
)
|
|
Balance at December 31, 2015
|
$
|
—
|
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Revenue
|
$
|
6
|
|
|
$
|
14,256
|
|
|
$
|
(1,520
|
)
|
|
|
|
|
|
|
||||||
(Loss) income before income taxes
(a)
|
$
|
(5,047
|
)
|
|
$
|
10,392
|
|
|
$
|
(4,887
|
)
|
Income tax benefit (expense)
|
1,778
|
|
|
(543
|
)
|
|
(54
|
)
|
|||
Gain from sale of discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
9,561
|
|
|||
Net (loss) income
|
$
|
(3,269
|
)
|
|
$
|
9,849
|
|
|
$
|
4,620
|
|
(a)
|
Income before income taxes for the year ended December 31, 2014 includes income from a reduction in the loan loss reserve of
$14.1 million
. See additional information in "Loan Loss Obligations" below.
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Loan loss reserve, beginning of period
|
$
|
8,750
|
|
|
$
|
28,543
|
|
|
$
|
27,182
|
|
Provision adjustments
(a)
|
—
|
|
|
(14,144
|
)
|
|
1,531
|
|
|||
Charge-offs to reserves
|
(623
|
)
|
|
(5,649
|
)
|
|
(170
|
)
|
|||
Loan loss reserve, end of period
|
$
|
8,127
|
|
|
$
|
8,750
|
|
|
$
|
28,543
|
|
(a)
|
As discussed above, during 2014, LendingTree Loans completed a settlement agreement with the largest investor to which it had sold loans, resulting in an adjustment to the provision.
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Mortgage products
|
$
|
165,272
|
|
|
$
|
134,137
|
|
|
123,091
|
|
|
Non-mortgage products
|
88,944
|
|
|
33,213
|
|
|
16,149
|
|
|||
Total revenue
|
$
|
254,216
|
|
|
$
|
167,350
|
|
|
$
|
139,240
|
|
|
Q1
|
|
Q2
|
|
Q3
|
|
Q4
|
||||||||
|
(in thousands, except per share amounts)
|
||||||||||||||
2015
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
50,935
|
|
|
$
|
55,136
|
|
|
$
|
69,804
|
|
|
$
|
78,341
|
|
Operating income
|
5,718
|
|
|
6,775
|
|
|
7,773
|
|
|
8,248
|
|
||||
Income from continuing operations
|
5,413
|
|
|
6,439
|
|
|
7,383
|
|
|
32,081
|
|
||||
(Loss) income from discontinued operations
|
(226
|
)
|
|
(1,717
|
)
|
|
(1,295
|
)
|
|
(31
|
)
|
||||
Net income and comprehensive income
|
$
|
5,187
|
|
|
$
|
4,722
|
|
|
$
|
6,088
|
|
|
$
|
32,050
|
|
Income per share from continuing operations:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.48
|
|
|
$
|
0.57
|
|
|
$
|
0.65
|
|
|
$
|
2.69
|
|
Diluted
|
$
|
0.44
|
|
|
$
|
0.52
|
|
|
$
|
0.59
|
|
|
$
|
2.47
|
|
(Loss) income per share from discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic
|
$
|
(0.02
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.11
|
)
|
|
$
|
—
|
|
Diluted
|
$
|
(0.02
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
—
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
0.46
|
|
|
$
|
0.41
|
|
|
$
|
0.53
|
|
|
$
|
2.69
|
|
Diluted
|
$
|
0.43
|
|
|
$
|
0.38
|
|
|
$
|
0.49
|
|
|
$
|
2.47
|
|
|
Q1
|
|
Q2
|
|
Q3
|
|
Q4
|
||||||||
|
(in thousands, except per share amounts)
|
||||||||||||||
2014
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
40,036
|
|
|
$
|
42,144
|
|
|
$
|
41,306
|
|
|
$
|
43,864
|
|
Operating (loss) income
|
(5,835
|
)
|
|
2,600
|
|
|
554
|
|
|
1,712
|
|
||||
(Loss) income from continuing operations
|
(5,834
|
)
|
|
2,683
|
|
|
555
|
|
|
2,109
|
|
||||
(Loss) income from discontinued operations
|
(574
|
)
|
|
(2,931
|
)
|
|
(174
|
)
|
|
13,528
|
|
||||
Net (loss) income and comprehensive (loss) income
|
$
|
(6,408
|
)
|
|
$
|
(248
|
)
|
|
$
|
381
|
|
|
$
|
15,637
|
|
(Loss) income per share from continuing operations:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.52
|
)
|
|
$
|
0.24
|
|
|
$
|
0.05
|
|
|
$
|
0.19
|
|
Diluted
|
$
|
(0.52
|
)
|
|
$
|
0.23
|
|
|
$
|
0.05
|
|
|
$
|
0.18
|
|
(Loss) income per share from discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
(0.05
|
)
|
|
$
|
(0.26
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
1.21
|
|
Diluted
|
$
|
(0.05
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
1.12
|
|
Net (loss) income per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
(0.58
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
0.03
|
|
|
$
|
1.39
|
|
Diluted
|
$
|
(0.58
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
0.03
|
|
|
$
|
1.30
|
|
Exhibit Number
|
Description
|
Location
|
|
23.1
|
|
Consent of independent registered public accounting firm.
|
†
|
24.1
|
|
Power of Attorney (included on signature page of this Annual Report on Form 10-K)
|
†
|
31.1
|
|
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
†
|
31.2
|
|
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
†
|
32.1
|
|
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
††
|
32.2
|
|
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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††
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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†††
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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†††
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101.INS
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XBRL Instance Document
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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†††
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101.SCH
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XBRL Taxonomy Extension Schema Document
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†††
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LendingTree, Inc.
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By:
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/s/ DOUGLAS R. LEBDA
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Douglas R. Lebda
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Chairman and Chief Executive Officer
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Signature
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Title
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Date
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/s/ DOUGLAS R. LEBDA
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Chairman, Chief Executive Officer and Director
(Principal Executive Officer)
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March 1, 2016
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Douglas R. Lebda
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/s/ GABRIEL DALPORTO
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Chief Financial Officer
(Principal Financial Officer)
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March 1, 2016
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Gabriel Dalporto
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/s/ CARLA SHUMATE
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Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
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March 1, 2016
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Carla Shumate
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/s/ NEAL DERMER
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Director
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March 1, 2016
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Neal Dermer
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/s/ ROBIN HENDERSON
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Director
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March 1, 2016
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Robin Henderson
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/s/ PETER HORAN
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Director
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March 1, 2016
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Peter Horan
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/s/ STEVEN OZONIAN
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Director
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March 1, 2016
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Steven Ozonian
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/s/ SARAS SARASVATHY
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Director
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March 1, 2016
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Saras Sarasvathy
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/s/ CRAIG TROYER
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Director
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March 1, 2016
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Craig Troyer
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1.
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The following paragraph is added as a new second paragraph to the Severance Letter.
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2.
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The following paragraph is added as a new second-to-last paragraph to the CC Letter (and before the Definitions and Restrictive Covenants sections).
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3.
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The following sentences are added on to the end of the Good Reason definition in the CC Letter.
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/s/ Claudette Parham
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Claudette Parham
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Chief People Officer
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Agreed and accepted
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/s/ Carla Shumate
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December 31, 2015
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Carla Shumate
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Date
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1.
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The following paragraph is added as a new second paragraph to the Severance Letter.
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2.
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The following paragraph is added as a new second-to-last paragraph to the CC Letter (and before the Definitions and Restrictive Covenants sections).
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3.
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The following sentences are added on to the end of the Good Reason definition in the CC Letter.
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/s/ Claudette Parham
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Claudette Parham
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Chief People Officer
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Agreed and accepted
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/s/ Nikul Patel
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December 31, 2015
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Nikul Patel
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Date
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Name
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Jurisdiction of Formation
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LendingTree, LLC
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DE
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Tree BU Holding Company, Inc.
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DE
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DegreeTree, Inc.
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DE
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Home Loan Center, Inc.
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CA
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HLC Escrow, Inc.
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CA
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LT Real Estate, Inc.
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DE
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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/s/ DOUGLAS R. LEBDA
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Douglas R. Lebda
Chairman and Chief Executive Officer
(principal executive officer)
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1.
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I have reviewed this annual report on Form 10-K for the period ended
December 31, 2015
of LendingTree, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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/s/ GABRIEL DALPORTO
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Gabriel Dalporto
Chief Financial Officer
(principal financial officer)
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(1)
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the Annual Report on Form 10-K for the fiscal year ended
December 31, 2015
of LendingTree, Inc. (the "Report") which this statement accompanies fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
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(2)
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the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of LendingTree, Inc.
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Dated:
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March 1, 2016
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/s/ DOUGLAS R. LEBDA
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Douglas R. Lebda
Chairman and Chief Executive Officer
(principal executive officer)
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(1)
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the Annual Report on Form 10-K for the fiscal year ended
December 31, 2015
of LendingTree, Inc. (the "Report") which this statement accompanies fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
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(2)
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the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of LendingTree, Inc.
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Dated:
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March 1, 2016
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/s/ GABRIEL DALPORTO
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Gabriel Dalporto
Chief Financial Officer
(principal financial officer)
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