LendingTree (TREE) 10-Q 28 Apr 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	Apr. 24, 2017
Entity Information:
Entity Registrant Name	LendingTree, Inc.
Entity Central Index Key	1,434,621
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		11,943,085
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenue	$ 132,515	$ 94,713
Costs and expenses:
Cost of revenue (exclusive of depreciation and amortization shown separately below)	3,591	3,473
Selling and marketing expense	93,251	65,059
General and administrative expense	11,547	9,259
Product development	3,623	3,885
Depreciation	1,703	998
Amortization of intangibles	2,609	25
Change in fair value of contingent consideration	8,746	0
Severance	157	0
Litigation settlements and contingencies	404	169
Total costs and expenses	125,631	82,868
Operating income	6,884	11,845
Other income (expense):
Interest (expense) income	(165)	(142)
Income before income taxes	6,719	11,703
Income tax benefit (expense)	1,079	(4,798)
Net income from continuing operations	7,798	6,905
Loss from discontinued operations, net of tax	(932)	(1,203)
Net income and comprehensive income	$ 6,866	$ 5,702
Weighted average shares outstanding:
Basic	11,827	11,931
Diluted	13,477	12,873
Income per share from continuing operations:
Basic (in dollars per share)	$ 0.66	$ 0.58
Diluted (in dollars per share)	0.58	0.54
Loss per share from discontinued operations:
Basic (in dollars per share)	(0.08)	(0.10)
Diluted (in dollars per share)	(0.07)	(0.09)
Income per share attributable to common shareholders:
Basic (in dollars per share)	0.58	0.48
Diluted (in dollars per share)	$ 0.51	$ 0.44

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
ASSETS:
Cash and cash equivalents	$ 105,442	$ 91,131
Restricted cash and cash equivalents	4,080	4,089
Accounts receivable (net of allowance of $1,215 and $1,059, respectively)	52,414	41,382
Prepaid and other current assets	4,177	4,021
Total current assets	166,113	140,623
Property and equipment (net of accumulated depreciation of $11,050 and $9,739, respectively)	35,205	35,462
Goodwill	56,457	56,457
Intangible assets, net	68,889	71,684
Deferred income tax assets	18,901	14,610
Other non-current assets	865	810
Non-current assets of discontinued operations	3,781	3,781
Total assets	350,211	323,427
LIABILITIES:
Accounts payable, trade	4,307	5,593
Accrued expenses and other current liabilities	58,264	49,403
Current contingent consideration	19,399	0
Current liabilities of discontinued operations	12,255	11,711
Total current liabilities	94,225	66,707
Non-current contingent consideration	12,947	23,600
Other non-current liabilities	1,617	1,685
Total liabilities	108,789	91,992
Commitments and contingencies
SHAREHOLDERS' EQUITY:
Preferred stock $.01 par value; 5,000,000 shares authorized; none issued or outstanding	0	0
Common stock $.01 par value; 50,000,000 shares authorized; 14,067,306 and 13,955,378 shares issued, respectively, and 11,903,561 and 11,791,633 shares outstanding, respectively	141	140
Additional paid-in capital	1,022,432	1,018,010
Accumulated deficit	(717,066)	(722,630)
Treasury stock 2,163,745 and 2,163,745 shares, respectively	(64,085)	(64,085)
Total shareholders' equity	241,422	231,435
Total liabilities and shareholders' equity	$ 350,211	$ 323,427

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Accounts receivable, allowance (in dollars)	$ 1,215	$ 1,059
Accumulated depreciation of property and equipment	$ 11,050	$ 9,739
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized shares	5,000,000	5,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized shares	50,000,000	50,000,000
Common stock, issued shares	14,067,306	13,955,378
Common stock, outstanding shares	11,903,561	11,791,633
Treasury stock, shares	2,163,745	2,163,745

CONSOLIDATED STATEMENT OF SHARE

CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - 3 months ended Mar. 31, 2017 - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Treasury Stock	Comprehensive Income (Loss)
Balance at Dec. 31, 2016	$ 231,435	$ 140	$ 1,018,010	$ (722,630)	$ (64,085)
Balance (in shares) at Dec. 31, 2016		13,955,000			2,164,000
Increase (Decrease) in Stockholders' Equity
Net income and comprehensive income	6,866			6,866		$ 6,866
Non-cash compensation	$ 2,230		2,230
Purchase of treasury stock (in shares)	0				0
Purchase of treasury stock	$ 0				$ 0
Issuance of common stock for stock options, restricted stock awards and restricted stock units, net of withholding taxes	(94)	$ 1	(95)
Issuance of common stock for stock options, restricted stock awards and restricted stock units, net of withholding taxes (in shares)		112,000
Cumulative effect adjustment due to ASU 2016-09	985		2,287	(1,302)
Balance at Mar. 31, 2017	$ 241,422	$ 141	$ 1,022,432	$ (717,066)	$ (64,085)
Balance (in shares) at Mar. 31, 2017		14,067,000			2,164,000

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash flows from operating activities attributable to continuing operations:
Net income and comprehensive income	$ 6,866	$ 5,702
Less: Loss from discontinued operations, net of tax	932	1,203
Net income from continuing operations	7,798	6,905
Adjustments to reconcile income from continuing operations to net cash provided by operating activities attributable to continuing operations:
Loss on disposal of fixed assets	273	127
Amortization of intangibles	2,609	25
Depreciation	1,703	998
Rental amortization of intangibles and depreciation	262	0
Non-cash compensation expense	2,230	2,633
Deferred income taxes	(3,307)	0
Change in fair value of contingent consideration	8,746	0
Bad debt expense	157	255
Amortization of debt issuance costs	61	61
Changes in current assets and liabilities:
Accounts receivable	(11,132)	(7,148)
Prepaid and other current assets	(269)	(1,153)
Accounts payable, accrued expenses and other current liabilities	6,086	2,906
Income taxes payable	1,641	4,762
Other, net	176	0
Net cash provided by operating activities attributable to continuing operations	16,682	10,371
Cash flows from investing activities attributable to continuing operations:
Capital expenditures	(1,896)	(2,154)
Decrease in restricted cash	9	2,457
Net cash (used in) provided by investing activities attributable to continuing operations	(1,887)	303
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	(95)	(2,585)
Proceeds from equity offering	0
Payment of equity offering costs		(23)
Payment of debt issuance costs	0	(8)
Purchase of treasury stock	0	(40,499)
Net cash used in financing activities attributable to continuing operations	(95)	(43,115)
Total cash provided by (used in) continuing operations	14,700	(32,441)
Net cash used in operating activities attributable to discontinued operations	(389)	(308)
Total cash used in discontinued operations	(389)	(308)
Net increase (decrease) in cash and cash equivalents	14,311	(32,749)
Cash and cash equivalents at beginning of period	91,131	206,975
Cash and cash equivalents at end of period	$ 105,442	$ 174,226

ORGANIZATION (Note)

ORGANIZATION (Note)	3 Months Ended
	Mar. 31, 2017
ORGANIZATION
ORGANIZATION	ORGANIZATION Company Overview LendingTree, Inc. ("LendingTree" or the "Company"), is the parent of LendingTree, LLC and several companies owned by LendingTree, LLC. LendingTree operates what it believes to be the leading online loan marketplace for consumers seeking loans and other credit-based offerings. The Company offers consumers tools and resources, including free credit scores, that facilitate comparison-shopping for mortgage loans, home equity loans, reverse mortgage loans, auto loans, credit cards, personal loans, student loans, small business loans and other related offerings. The Company primarily seeks to match in-market consumers with multiple lenders on its marketplace who can provide them with competing quotes for the loans or credit-based offerings they are seeking. The Company also serves as a valued partner to lenders seeking an efficient, scalable and flexible source of customer acquisition with directly measurable benefits, by matching the consumer loan inquiries it generates with these lenders. The consolidated financial statements include the accounts of LendingTree and all its wholly-owned entities. Intercompany transactions and accounts have been eliminated. Discontinued Operations The LendingTree Loans business is presented as discontinued operations in the accompanying consolidated balance sheets, consolidated statements of operations and comprehensive income and consolidated cash flows for all periods presented. The notes accompanying these consolidated financial statements reflect the Company's continuing operations and, unless otherwise noted, exclude information related to the discontinued operations. See Note 14 — Discontinued Operations for additional information. Basis of Presentation The accompanying unaudited interim consolidated financial statements as of March 31, 2017 and for the three months ended March 31, 2017 and 2016 , respectively, have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). In the opinion of management, the unaudited interim consolidated financial statements have been prepared on the same basis as the audited financial statements, and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the Company's financial position for the periods presented. The results for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017 , or any other period. The accompanying consolidated balance sheet as of December 31, 2016 was derived from audited financial statements included in the Company's annual report on Form 10-K for the year ended December 31, 2016 (the "2016 Annual Report"). The accompanying consolidated financial statements do not include all of the information and footnotes required by GAAP for annual financial statements. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto included in the 2016 Annual Report.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES (Note)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	SIGNIFICANT ACCOUNTING POLICIES Accounting Estimates Management is required to make certain estimates and assumptions during the preparation of the consolidated financial statements in accordance with GAAP. These estimates and assumptions impact the reported amount of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements. They also impact the reported amount of net earnings during any period. Actual results could differ from those estimates. Significant estimates underlying the accompanying consolidated financial statements, including discontinued operations, include: loan loss obligations; the recoverability of long-lived assets, goodwill and intangible assets; the determination of income taxes payable and deferred income taxes, including related valuation allowances; contingent consideration related to business combinations; litigation accruals; various other allowances, reserves and accruals; and assumptions related to the determination of stock-based compensation. Certain Risks and Concentrations LendingTree's business is subject to certain risks and concentrations including dependence on third-party technology providers, exposure to risks associated with online commerce security and credit card fraud. Financial instruments, which potentially subject the Company to concentration of credit risk at March 31, 2017 , consist primarily of cash and cash equivalents and accounts receivable, as disclosed in the consolidated balance sheet. Cash and cash equivalents are in excess of Federal Deposit Insurance Corporation insurance limits, but are maintained with quality financial institutions of high credit. The Company generally requires certain network lenders to maintain security deposits with the Company, which in the event of non-payment, would be applied against any accounts receivable outstanding. Due to the nature of the mortgage lending industry, interest rate fluctuations may negatively impact future revenue from the Company's lender marketplace. Lenders participating on the Company's marketplace can offer their products directly to consumers through brokers, mass marketing campaigns or through other traditional methods of credit distribution. These lenders can also offer their products online, either directly to prospective borrowers, through one or more online competitors, or both. If a significant number of potential consumers are able to obtain loans from participating lenders without utilizing the Company's services, its ability to generate revenue may be limited. Because the Company does not have exclusive relationships with the lenders whose loan offerings are offered on its online marketplace, consumers may obtain offers and loans from these lenders without using its service. The Company maintains operations solely in the United States. Litigation Settlements and Contingencies Litigation settlements and contingencies consists of expenses related to actual or anticipated litigation settlements, in addition to legal fees incurred in connection with various patent litigation claims the Company pursues against others. Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-04 which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (Step 2 of the goodwill impairment test). Instead, an impairment charge will be based on the excess of the carrying amount over the fair value. This ASU is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In November 2016, the FASB issued ASU 2016-18 which is intended to reduce the diversity in the classification and presentation of changes in restricted cash in the statement of cash flows, by requiring entities to combine the changes in cash and cash equivalents and restricted cash in one line. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash in the statement of cash flows. In addition, if more than one line item is recorded on the balance sheet for cash and cash equivalents and restricted cash, a reconciliation between the statement of cash flows and balance sheet is required. This ASU is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The retrospective transition method, requiring adjustment to all comparative periods presented, is required. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In August 2016, the FASB issued ASU 2016-15 which addresses eight cash flow classification issues, eliminating the diversity in practice. This ASU is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The retrospective transition method, requiring adjustment to all comparative periods presented, is required unless it is impracticable for some of the amendments, in which case those amendments would be prospectively applied as of the earliest date practicable. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In March 2016, the FASB issued ASU 2016-09 which simplifies various aspects related to how share-based payments are accounted for and presented in the financial statements, including the income tax consequences, classification of awards as either equity or liabilities, forfeitures and classification of excess tax benefits on the statement of cash flows. This ASU was effective for annual and interim reporting periods beginning after December 15, 2016, with early adoption permitted. Upon adoption, any adjustments are to be reflected as of the beginning of the fiscal year of adoption. The Company adopted this ASU during the first quarter of 2017. The new standard requires excess tax benefits and deficiencies, which arise due to the difference in the measure of stock compensation and the amount deductible for tax purposes, to be recorded in earnings in income tax expense. These excess tax benefits and deficiencies were generally previously recorded in additional paid-in capital and had no impact on net income. The standard required prospective adoption for this portion of the new guidance. During the first quarter of 2017, the Company recognized $3.8 million of excess tax benefit in income tax expense in the accompanying consolidated statements of operations and comprehensive income. Additionally, the new standard requires the excess tax benefits and deficiencies to be classified as an operating activity in the accompanying consolidated statements of cash flows. These excess tax benefits and deficiencies were previously recorded as a financing activity in the statement of cash flows. The standard allowed for either prospective or retrospective adoption for the change in presentation in the statement of cash flows. The Company elected to retrospectively adopt the classification change in the statement of cash flows. Accordingly, prior periods have been adjusted, which increased the cash provided by operating activities and decreased the cash provided by financing activities by $2.3 million in the first quarter of 2016 in the accompanying consolidated statements of cash flows. The standard also allows for an election by the Company to either estimate forfeitures, as required under previous guidance, or recognize forfeitures when they occur. The Company elected to recognize forfeitures of stock awards as they occur, with the modified retrospective transition method required. Accordingly, the Company recognized a $1.4 million cumulative-effect adjustment to retained earnings as of January 1, 2017. In February 2016, the FASB issued ASU 2016-02 related to leases. This ASU requires the recognition of a right-of-use lease asset and a lease liability by lessees for all leases greater than one year in duration. This ASU is effective for annual and interim reporting periods beginning after December 15, 2018, with early adoption permitted. The guidance must be adopted using a modified retrospective transition. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In May 2014, the FASB issued ASU 2014-09 related to revenue recognition. This ASU was initiated as a joint project between the FASB and the International Accounting Standards Board ("IASB") to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP and international financial reporting standards ("IFRS"). This guidance will supersede the existing revenue recognition requirements in Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition and was set to be effective for annual reporting periods beginning after December 15, 2016. However, in July 2015, the FASB deferred the effective date by one year, such that the standard will be effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted as of the original effective date of December 15, 2016. The ASU can be applied (i) retrospectively to each prior period presented or (ii) retrospectively with the cumulative effect of initially adopting the ASU recognized at the date of initial application. In March 2016, the FASB issued ASU 2016-08, which clarifies the principal versus agent guidance under ASU 2014-09. In April 2016, the FASB issued ASU 2016-10, which clarifies the identification of distinct performance obligations in a contract. In May 2016, the FASB issued ASU 2016-12, which clarifies the guidance on assessing collectability, presenting sales taxes, measuring noncash consideration and certain other transition matters. The clarification ASU's must be adopted concurrently with the adoption of ASU 2014-09. The Company is evaluating the impact these ASU's will have on its consolidated financial statements and which implementation method to apply.

RESTRICTED CASH (Note)

RESTRICTED CASH (Note)	3 Months Ended
	Mar. 31, 2017
Cash and Cash Equivalents [Abstract]
RESTRICTED CASH	RESTRICTED CASH Restricted cash and cash equivalents consists of the following (in thousands) : March 31, December 31, Cash in escrow from sale of LendingTree Loans (a) $ 4,032 $ 4,032 Other 48 57 Total restricted cash and cash equivalents $ 4,080 $ 4,089 (a) Home Loan Center, Inc. ("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.

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS (Note)	3 Months Ended
	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS	GOODWILL AND INTANGIBLE ASSETS The balance of goodwill and intangible assets, net is as follows (in thousands) : March 31, December 31, Goodwill $ 539,545 $ 539,545 Accumulated impairment losses (483,088 ) (483,088 ) Net goodwill $ 56,457 $ 56,457 Intangible assets with indefinite lives $ 10,142 $ 10,142 Intangible assets with definite lives, net 58,747 61,542 Total intangible assets, net $ 68,889 $ 71,684 Goodwill and Indefinite-Lived Intangible Assets The Company's goodwill is associated with its one reportable segment. Intangible assets with indefinite lives relate to the Company's trademarks. Intangible Assets with Definite Lives Intangible assets with definite lives relate to the following (in thousands) : Cost Accumulated Amortization Net Technology $ 28,300 $ (2,436 ) $ 25,864 Customer lists 28,100 (1,245 ) 26,855 Trademarks and tradenames 5,342 (1,162 ) 4,180 Tenant leases 2,030 (187 ) 1,843 Other 251 (246 ) 5 Balance at March 31, 2017 $ 64,023 $ (5,276 ) $ 58,747 Cost Accumulated Amortization Net Technology $ 28,300 $ (659 ) $ 27,641 Customer lists 28,100 (639 ) 27,461 Trademarks and tradenames 5,342 (937 ) 4,405 Tenant leases 2,030 — 2,030 Other 250 (245 ) 5 Balance at December 31, 2016 $ 64,022 $ (2,480 ) $ 61,542 Amortization of intangible assets with definite lives is computed on a straight-line basis and, based on balances as of March 31, 2017 , future amortization is estimated to be as follows (in thousands) : Amortization Expense Remainder of current year $ 8,380 Year ending December 31, 2018 11,037 Year ending December 31, 2019 10,783 Year ending December 31, 2020 9,935 Year ending December 31, 2021 3,270 Thereafter 15,342 Total intangible assets with definite lives, net $ 58,747

BUSINESS ACQUISITION (Note)

BUSINESS ACQUISITION (Note)	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
BUSINESS ACQUISITION	BUSINESS ACQUISITION On November 16, 2016, the Company acquired all of the membership interests of Iron Horse Holdings, LLC, which does business under the name CompareCards ("CompareCards"). CompareCards is an online marketing platform for credit cards, which the Company plans to use to grow its existing credit card business. The Company paid $80.7 million in initial cash consideration and will make two earnout payments, each ranging from zero to $22.5 million , based on the amount of earnings before interest, taxes, depreciation and amortization CompareCards generates during the periods of January 1, 2017 through December 31, 2017 and January 1, 2018 through December 31, 2018, or up to $45.0 million in aggregate payments (the “Earnout Payments”). The purchase price for the acquisition is $103.8 million comprised of an upfront cash payment of $80.7 million on November 16, 2016 and $23.1 million for the estimated fair value of the Earnout Payments at the time of closing the acquisition. The estimated fair value of the Earnout Payments is determined using an option pricing model. The estimated value of the Earnout Payments is based upon available information and certain assumptions, known at the time of this report, which management believes are reasonable. Any differences in the actual Earnout Payments from the current estimated fair value of the Earnout Payments will be recorded in operating income (expense) in the consolidated statements of operations. As of March 31, 2017, the estimated fair value of the Earnout Payments totaled $31.8 million , $19.4 million of which is included in current contingent consideration and $12.4 million of which is included in non-current contingent consideration in the accompanying consolidated balance sheet. During the first quarter of 2017, the Company recorded $8.7 million of contingent consideration expense in the consolidated statement of operations and comprehensive income due to the change in estimated fair value of the Earnout Payments. The acquisition has been accounted for as a business combination. During the quarter ended March 31, 2017, the Company completed the determination of the final allocation of the purchase price with respect to the assets acquired and liabilities assumed as follows (in thousands) : Fair Value Accounts receivable $ 3,538 Total intangible assets with definite lives, net 55,400 Goodwill 52,450 Accounts payable and accrued liabilities (7,638 ) Total purchase price $ 103,750 Acquisition-related costs in the first quarter of 2017 of $0.1 million are included in general and administrative expense in the accompanying consolidated statement of operations and comprehensive income. The unaudited pro forma financial results for the first quarter of 2016 combines the consolidated results of the Company and CompareCards giving effect to the acquisition as if it had been completed on January 1, 2015. This unaudited pro forma financial information is presented for informational purposes only and is not indicative of future operations or results had the acquisition been completed as of January 1, 2015, or any other date. The unaudited pro forma financial results include adjustments for additional amortization expense based on the fair value of the intangible assets with definite lives and their estimated useful lives. The provision for income taxes from continuing operations has also been adjusted to reflect the results of operations of CompareCards and the adjustment to historical results. CompareCards did not pay taxes at the entity level as it was a limited liability company whose members elected for it to be taxed as a partnership. Three Months Ended March 31, 2016 (in thousands) Pro forma revenue $ 110,293 Pro forma net income from continuing operations $ 5,445

ACCRUED EXPENSES AND OTHER CURR

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Note)	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consist of the following (in thousands) : March 31, December 31, Accrued litigation liabilities $ 1,005 $ 736 Accrued advertising expense 32,021 26,976 Accrued compensation and benefits 3,846 5,626 Accrued professional fees 1,156 1,411 Customer deposits and escrows 5,083 5,041 Other 15,153 9,613 Total accrued expenses and other current liabilities $ 58,264 $ 49,403

SHAREHOLDERS' EQUITY (Note)

SHAREHOLDERS' EQUITY (Note)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
SHAREHOLDERS' EQUITY	SHAREHOLDERS' EQUITY Basic and diluted income per share was determined based on the following share data (in thousands) : Three Months Ended March 31, 2017 2016 Weighted average basic common shares 11,827 11,931 Effect of stock options 1,553 840 Effect of dilutive share awards 97 102 Weighted average diluted common shares 13,477 12,873 No shares related to potentially dilutive securities were excluded from the calculation of diluted income per share for the three months ended March 31, 2017 and 2016. Common Stock Repurchases In each of January 2010, May 2014, January 2016 and February 2016, the board of directors authorized and the Company announced the repurchase of up to $10.0 million , $10.0 million , $50.0 million and $40.0 million , respectively, of LendingTree's common stock. During the three months ended March 31, 2016, the Company purchased 580,014 shares of its common stock pursuant to this stock repurchase program. At March 31, 2017 , approximately $48.7 million of the previous authorizations to repurchase common stock remain available for the Company to purchase its common stock.

STOCK-BASED COMPENSATION (Note)

STOCK-BASED COMPENSATION (Note)	3 Months Ended
	Mar. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK-BASED COMPENSATION	STOCK-BASED COMPENSATION Non-cash compensation related to equity awards is included in the following line items in the accompanying consolidated statements of operations and comprehensive income (in thousands) : Three Months Ended 2017 2016 Cost of revenue $ 43 $ 41 Selling and marketing expense 485 726 General and administrative expense 1,219 1,310 Product development 483 556 Total non-cash compensation $ 2,230 $ 2,633 Stock Options A summary of changes in outstanding stock options is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (a) (per option) (in years) (in thousands) Options outstanding at January 1, 2017 1,991,802 $ 21.23 Granted (b) 4,079 112.99 Exercised (78,838 ) 31.40 Forfeited (20,001 ) 71.04 Expired — — Options outstanding at March 31, 2017 1,897,042 20.48 4.88 $ 198,952 Options exercisable at March 31, 2017 1,148,052 $ 12.93 3.18 $ 129,061 (a) The aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between the Company's closing stock price of $125.35 on the last trading day of the quarter ended March 31, 2017 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 March 31, 2017 . The intrinsic value changes based on the market value of the Company's common stock. (b) During the three months ended March 31, 2017 , the Company granted stock options to certain employees and new members of the board of directors with a weighted average grant date fair value per share of $57.24 , calculated using the Black-Scholes option pricing model, which vesting periods include (a) three years from the grant date and (b) two years from the grant date. For purposes of determining stock-based compensation expense, the weighted average grant date fair value per share of the stock options was estimated using the Black-Scholes option pricing model, which requires the use of various key assumptions. The weighted average assumptions used are as follows: Expected term (1) 5.75 - 6.00 years Expected dividend (2) — Expected volatility (3) 52% Risk-free interest rate (4) 2.08% - 2.17% (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 in 2017 , 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. (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. Restricted Stock Units and Restricted Stock A summary of the changes in outstanding nonvested restricted stock units ("RSUs") and restricted stock is as follows: RSUs Number of Units Weighted Average Grant Date Fair Value (per unit) Nonvested at January 1, 2017 152,374 $ 65.64 Granted 45,626 112.20 Vested (54,792 ) 49.71 Forfeited (5,647 ) 76.27 Nonvested at March 31, 2017 137,561 $ 87.17 Restricted Stock Number of Shares Weighted Average Grant Date Fair Value (per share) Nonvested at January 1, 2017 14,464 $ 25.14 Granted — — Vested — — Forfeited — — Nonvested at March 31, 2017 14,464 $ 25.14 Restricted Stock Units with Performance Conditions A summary of the changes in outstanding nonvested RSUs with performance conditions is as follows: RSUs with Performance Conditions Number of Units Weighted Average Grant Date Fair Value (per unit) Nonvested at January 1, 2017 44,509 $ 88.28 Granted — — Vested — — Forfeited — — Nonvested at March 31, 2017 44,509 $ 88.28

INCOME TAXES (Note)

INCOME TAXES (Note)	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES Three Months Ended 2017 2016 (in thousands, except percentages) Income tax benefit (expense) $ 1,079 $ (4,798 ) Effective tax rate (16.1 )% 41.0 % For the three months ended March 31, 2017, the effective tax rate varied from the federal statutory rate of 35% primarily due to a tax benefit of $3.8 million recognized for excess tax benefits due to employee exercises of stock options and vesting of restricted stock in accordance with ASU 2016-09. See Note 2 — Significant Accounting Policies — Recent Accounting Pronouncements for additional information. For the three months ended March 31, 2016, the effective tax rate varied from the federal statutory rate of 35% primarily due to state taxes. Three Months Ended 2017 2016 (in thousands, except percentages) Income tax expense - excluding excess tax benefit on stock compensation $ (2,683 ) $ (4,798 ) Excess tax benefit on stock compensation 3,762 — Income tax benefit (expense) $ 1,079 $ (4,798 )

REVOLVING CREDIT FACILITY

REVOLVING CREDIT FACILITY	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
REVOLVING CREDIT FACILITY	Senior Secured Revolving Credit Facility On October 22, 2015, the Company's wholly-owned subsidiary, LendingTree, LLC, entered into a $125.0 million five -year senior secured revolving credit facility which matures on October 22, 2020 (the “Revolving Credit Facility”). The proceeds of the Revolving Credit Facility can be used to finance the working capital needs, capital expenditures and general corporate purposes, including to finance permitted acquisitions. As of March 31, 2017 , the Company does not have any borrowings outstanding under the Revolving Credit Facility. Up to $10.0 million of the Revolving Credit Facility will be available for short-term loans, referred to as swingline loans. Additionally, up to $10.0 million of the Revolving Credit Facility will be available for the issuance of letters of credit. Under certain conditions, the Company will be permitted to add one or more term loans and/or increase revolving commitments under the Revolving Credit Facility up to an aggregate amount of $50.0 million . The Company’s borrowings under the Revolving Credit Facility bear interest at annual rates that, at the Company’s option, will be either: • 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. All swingline loans bear interest at the base rate defined above. Interest on the Company’s borrowings are payable quarterly in arrears for base rate loans and on the last day of each interest rate period (but not less often than three months) for LIBO rate loans. The Revolving Credit Facility contains certain restrictive financial covenants, which include a funded debt to consolidated EBITDA ratio and a consolidated EBITDA to interest expense ratio. In addition, the Revolving Credit Facility contains customary affirmative and negative covenants in addition to events of default for a transaction of this type that, among other things, restrict additional indebtedness, liens, mergers or certain fundamental changes, asset dispositions, dividends, stock repurchases and other restricted payments, transactions with affiliates, sale-leaseback transactions, hedging transactions, loans and investments and other matters customarily restricted in such agreements. The Company was in compliance with all covenants at March 31, 2017 . The Revolving Credit Facility requires LendingTree, LLC to pledge as collateral, subject to certain customary exclusions, 100% of its assets, including 100% of its equity in all of its subsidiaries. The obligations under this facility are unconditionally guaranteed on a senior basis by LendingTree, Inc. and specific subsidiaries of LendingTree, LLC, which guaranties are secured by a pledge as collateral, subject to certain customary exclusions, of 100% of each of such guarantor's assets, including 100% of its equity in all of its subsidiaries. The Company is required to pay an unused commitment fee quarterly in arrears on the difference between committed amounts and amounts actually borrowed under the Revolving Credit Facility equal to an applicable percentage of 0.25% to 0.5% per annum based on a funded debt to consolidated EBITDA ratio. The Company is required to pay a letter of credit participation fee and a letter of credit fronting fee quarterly in arrears. The letter of credit participation fee is based upon the aggregate face amount of outstanding letters of credit at an applicable percentage of 2.0% to 3.0% based on the funded debt to consolidated EBITDA ratio. The letter of credit fronting fee is .125% per annum on the face amount of each letter of credit. The Company incurred debt issuance costs of $1.2 million for the Revolving Credit Facility, which is included in prepaid and other current assets and other non-current assets in the Company's consolidated balance sheet and is being amortized to interest expense over the life of the Revolving Credit Facility of five years.

CONTINGENCIES (Note)

CONTINGENCIES (Note)	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES	CONTINGENCIES Overview LendingTree is involved in legal proceedings on an ongoing basis. In assessing the materiality of a legal proceeding, the Company evaluates, among other factors, the amount of monetary damages claimed, as well as the potential impact of non-monetary remedies sought by plaintiffs (e.g., injunctive relief) that may require it to change its business practices in a manner that could have a material and adverse impact on the business. With respect to the matters disclosed in this Note 11 , unless otherwise indicated, the Company is unable to estimate the possible loss or range of losses that could potentially result from the application of such non-monetary remedies. As of March 31, 2017 and December 31, 2016 , the Company had a litigation settlement accrual of $1.0 million and $0.7 million , respectively, in continuing operations and $4.0 million and $4.0 million , respectively, in discontinued operations. The litigation settlement accrual relates to litigation matters that were either settled or a firm offer for settlement was extended, thereby establishing an accrual amount that is both probable and reasonably estimable. Specific Matters Intellectual Property Litigation Zillow LendingTree v. Zillow, Inc., et al. Civil Action No. 3:10-cv-439 . On September 8, 2010, the Company filed an action for patent infringement in the US District Court for the Western District of North Carolina against Zillow, Inc., NexTag, Inc., Quinstreet, Inc., Quinstreet Media, Inc. and Adchemy, Inc. The complaint was amended to include Leadpoint, Inc. d/b/a Securerights on September 24, 2010. The complaint alleged that each of the defendants infringed one or both of the Company's patents-U.S. Patent No. 6,385,594, entitled "Method and Computer Network for Co-Ordinating a Loan over the Internet," and U.S. Patent No. 6,611,816, entitled "Method and Computer Network for Co-Ordinating a Loan over the Internet." The defendants in this action asserted various defenses and counterclaims against the Company, including the assertion by certain of the defendants of counterclaims alleging illegal monopolization via the Company's maintenance of the asserted patents. Defendant NexTag asserted defenses of laches and equitable estoppel. In July 2011, the Company reached a settlement agreement with Leadpoint, Inc., pursuant to which all claims against Leadpoint, Inc. and all counterclaims against the Company by Leadpoint, Inc. were dismissed. In November 2012, the Company reached a settlement agreement with Quinstreet, Inc. and Quinstreet Media, Inc. (collectively, the "Quinstreet Parties"), pursuant to which all claims against the Quinstreet Parties and all counterclaims against the Company by the Quinstreet Parties were dismissed. After an unsuccessful attempt to reach settlement through mediation with the remaining parties, this matter went to trial beginning in February 2014, and on March 12, 2014, the jury returned a verdict. The jury found that the defendants Zillow, Inc., Adchemy, Inc. and NexTag, Inc. did not infringe the two patents referenced above and determined that those patents are invalid due to an inventorship defect, and the court found that NexTag was entitled to defense of laches and equitable estoppel. The jury found in the Company's favor on the defendants' counterclaims alleging inequitable conduct and antitrust violations. Judgment was entered on March 31, 2014. After the court entered judgment, on May 27, 2014, the Company reached a settlement agreement with defendant Adchemy, Inc., including an agreement to dismiss and withdraw all claims, counterclaims, and motions between the Company and Adchemy, Inc. As a result, a joint and voluntary dismissal was filed June 12, 2014 with respect to claims between the Company and Adchemy. The parties filed various post-trial motions; in particular, defendants collectively sought up to $9.7 million in fees and costs. On October 9, 2014, the court denied the Company's post-trial motion for judgment as a matter of law and denied Zillow's post-trial motions for sanctions and attorneys' fees. The court also denied in part and granted in part NexTag's post-trial motion for attorneys' fees, awarding NexTag a portion of its attorney's fees and costs totaling $2.3 million , plus interest. In November 2014, the Company filed a notice of appeal to the U.S. Court of Appeals for the Federal Circuit with respect to the jury verdict concerning Zillow, Inc. and NexTag, Inc. and the award of attorneys' fees. In March 2015, the U.S. Court of Appeals for the Federal Circuit granted the Company's motion to stay appellate briefing pending an en banc review by such court of the laches defense in an unrelated patent infringement matter and ruled in favor of Zillow, Inc. on an immaterial amount of costs related to the trial process. In June 2015, the Company reached a settlement agreement for $1.1 million with defendant NexTag pursuant to which the Company dismissed its appeal of the jury verdict and the award of attorney's fees concerning NexTag, and NexTag dismissed its cross-appeal and claims relating to the jury verdict and the award of attorneys' fees. In July 2015, the stay was lifted on the Company's appeal with respect to the jury verdict concerning Zillow, Inc. The appeal was heard by the U.S. Court of Appeals for the Federal Circuit in June 2016, and in July 2016 the Court determined that certain of the claims of the two patents referenced above were directed to ineligible subject matter and thus such claims were invalid under 35 U.S.C. Section 101. With respect to the remaining claims that the Court did not hold were ineligible, the Court granted a remand to the federal district court to allow LendingTree to file a motion to vacate the judgment of invalidity for incorrect inventorship. Legal Matters Next Advisor, Inc. Next Advisor, Inc. v. LendingTree, Inc. and LendingTree, LLC, No. 15-cvs-20775 (N.C. Super. Ct.) . On November 6, 2015, the plaintiff filed this action against LendingTree, Inc. and LendingTree, LLC (together "LendingTree"). The plaintiff generally alleges that LendingTree breached a non-disclosure agreement and misappropriated trade secrets in the context of a potential business acquisition of the plaintiff by LendingTree. Based upon these allegations, the plaintiff asserts claims for breach of contract, misappropriation of trade secrets and violation of North Carolina Unfair and Deceptive Trade Practices Act. The plaintiff seeks damages, attorneys' fees and injunctive relief. On December 16, 2015, LendingTree filed its answer to the plaintiff's complaint, denying the material allegations and asserting numerous defenses thereto. In June 2016, the Court granted plaintiff's motion for preliminary injunction and ordered that LendingTree cease any utilization of confidential and trade secret information of plaintiff and cease marketing its credit card product via certain third party content marketing platforms until the judge finally determines the facts in this matter and the appropriate relief, if any, to be granted with respect thereto. Discovery is ongoing in this matter. LendingTree believes that the plaintiff's allegations lack merit and intends to vigorously defend this action. In July 2016, LendingTree filed a notice of interlocutory appeal with respect to the order granting plaintiff's motion for preliminary injunction to the North Carolina Supreme Court; the interlocutory appeal was dismissed in December 2016. In February 2017, LendingTree filed a motion for partial summary judgment. An estimated liability of $0.5 million for this matter is included in the accompanying consolidated balance sheet as of March 31, 2017 . Massachusetts Division of Banks On February 11, 2011, the Massachusetts Division of Banks (the "Division") delivered a Report of Examination/Inspection to LendingTree, LLC, which identified various alleged violations of Massachusetts and federal laws, including the alleged insufficient delivery by LendingTree, LLC of various disclosures to its customers. On October 14, 2011, the Division provided a proposed Consent Agreement and Order to settle the Division's allegations, which the Division had shared with other state mortgage lending regulators. Thirty-four of such state mortgage lending regulators (the "Joining Regulators") indicated that if LendingTree, LLC would enter into the Consent Agreement and Order, they would agree not to pursue any analogous allegations that they otherwise might assert. None of the Joining Regulators have asserted any such allegations. The proposed Consent Agreement and Order calls for a fine to be allocated among the Division and the Joining Regulators and for LendingTree, LLC to adopt various new procedures and practices. The Company has commenced negotiations toward an acceptable Consent Agreement and Order. It does not believe its mortgage marketplace business violated any federal or state mortgage lending laws; nor does it believe that any past operations of the mortgage business have resulted in a material violation of any such laws. Should the Division or any Joining Regulator bring any actions relating to the matters alleged in the February 2011 Report of Examination/Inspection, the Company intends to defend against such actions vigorously. The range of possible loss is estimated to be between $0.5 million and $6.5 million , and an estimated liability of $0.5 million has been established for this matter in the accompanying consolidated balance sheet as of March 31, 2017 . Litigation Related to Discontinued Operations Residential Funding Company Residential Funding Company, LLC v Home Loan Center, Inc., No. 13-cv-3451 (U.S. Dist. Ct., Minn.). On or about December 16, 2013, Home Loan Center, Inc. was served in the above captioned matter. Generally, Residential Funding Company, LLC ("RFC") seeks damages for breach of contract and indemnification for certain residential mortgage loans as well as residential mortgage-backed securitizations ("RMBS") containing mortgage loans. RFC asserts that, beginning in 2008, RFC faced massive repurchase demands and lawsuits from purchasers or insurers of the loans and RMBS that RFC had sold. RFC filed for bankruptcy protection in May 2012. Plaintiff alleges that, after RFC filed for Chapter 11 protection, hundreds of proofs of claim were filed, many of which mirrored the litigation filed against RFC prior to its bankruptcy. In December 2013, the United States Bankruptcy Court for the Southern District of New York entered an Order confirming the Second Amended Joint Chapter 11 Plan Proposed by Residential Capital, LLC et al. and the Official Committee of Unsecured Creditors. Plaintiff then began filing substantially similar complaints against approximately 80 of the loan originators from whom RFC had purchased loans, including Home Loan Center, in federal and state courts in Minnesota and New York. In each case, Plaintiff claims that the defendant is liable for a portion of the global settlement in RFC’s bankruptcy. Plaintiff asserts two claims against HLC: (1) breach of contract based on HLC’s alleged breach of representations and warranties concerning the quality and characteristics of the mortgage loans it sold to RFC (Count One); and (2) contractual indemnification for alleged liabilities, losses, and damages incurred by RFC arising out of purported defects in loans that RFC purchased from HSBC and sold to third parties (Count Two). Plaintiff alleges that the “types of defects” contained in the loans it purchased from HLC included “income misrepresentation, employment misrepresentation, appraisal misrepresentations or inaccuracies, undisclosed debt, and missing or inaccurate documents.” HLC filed a Motion to Dismiss under Rule 12(b)(6) of the Federal Rules of Civil Procedure or, in the alternative, a Motion for More Definite Statement under Rule 12(e). On June 25, 2015 the judge denied HLC's motion. On July 9, 2015, HLC filed its answer to RFC’s complaint, denying the material allegations of the complaint and asserting numerous defenses thereto. Discovery is ongoing in this matter. HLC intends to vigorously defend this action. An estimated liability of $3.0 million for this matter is included in the accompanying consolidated balance sheet as of March 31, 2017 . Lehman Brothers Holdings, Inc. Lehman Brothers Holdings Inc. v. 1st Advantage Mortgage, LLC et al., Case No. 08-13555 (SCC), Adversary Proceeding No. 16-01342 (SCC) (Bankr. S.D.N.Y.). In February 2016, Lehman Brothers Holdings, Inc. (“LBHI”) filed an Adversary Complaint against Home Loan Center and approximately 149 other defendants (the "Complaint"). The Complaint generally seeks (1) a declaratory judgment that the settlements entered into by LBHI with Fannie Mae and Freddie Mac as part of LBHI's bankruptcy proceedings gave rise to LBHI's contractual indemnification claims against defendants alleged in the Complaint; (2) indemnification from HLC and the other defendants for losses allegedly incurred by LBHI in respect of defective mortgage loans sold by defendants to LBHI or its affiliates; and (3) interest, attorneys' fees and costs incurred by LBHI in the litigation. On March 31, 2017, HLC filed an omnibus motion to dismiss with other defendants. HLC intends to defend this action vigorously. HLC had previously received a demand letter (the "Letter") from LBHI in December 2014 with respect to 64 loans (the “Loans”) that LBHI alleges were sold by HLC to Lehman Brothers Bank, FSB (“LBB”) between 2004 and 2008 pursuant to a loan purchase agreement (the “LPA”) between HLC and LBB. The Letter generally sought indemnification from HLC in accordance with the LPA for certain claims that LBHI alleged it allowed in its bankruptcy with respect to the Loans. An estimated liability of $1.0 million for this matter is included in the accompanying consolidated balance sheet as of March 31, 2017 .

FAIR VALUE MEASUREMENTS FAIR VA

FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS (Note)	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Fair Value Disclosures	FAIR VALUE MEASUREMENTS The carrying amounts of the Company's financial instruments are equal to fair value at March 31, 2017. Contingent consideration payments related to acquisitions are measured at fair value each reporting period using Level 3 unobservable inputs. The changes in the fair value of the Company's Level 3 liabilities during the three months ended March 31, 2017 are as follows (in thousands) : Contingent Consideration Balance at December 31, 2016 $ 23,100 Transfers into Level 3 — Transfers out of Level 3 — Total net gains (losses) included in earnings (realized and unrealized) 8,746 Purchases, sales and settlements: Additions — Payments — Balance at March 31, 2017 $ 31,846 The contingent consideration liability at March 31, 2017 is the estimated fair value of the Earnout Payments of the CompareCards acquisition. The Company will make Earnout Payments ranging from zero to $45.0 million based on the achievement of certain defined earnings targets. See Note 5 —Business Acquisition for additional information on the contingent consideration of the CompareCards acquisition. The significant unobservable inputs used to calculate the fair value of the contingent consideration are estimated future cash flows for CompareCards and the discount rate. Actual results will differ from the projected results and could have a significant impact on the estimated fair value of the contingent consideration. Additionally, as the liability is stated at present value, the passage of time alone will increase the estimated fair value of the liability each reporting period. Any changes in fair value will be recorded in operating income (expense) in the consolidated statements of operations and comprehensive income.

SEGMENT INFORMATION (Note)

SEGMENT INFORMATION (Note)	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
SEGMENT INFORMATION	The Company has one reportable segment. Mortgage and non-mortgage product revenue is as follows (in thousands) : Three Months Ended 2017 2016 Mortgage products $ 62,938 $ 55,016 Non-mortgage products 69,577 39,697 Total revenue $ 132,515 $ 94,713

DISCONTINUED OPERATIONS (Note)

DISCONTINUED OPERATIONS (Note)	3 Months Ended
	Mar. 31, 2017
Discontinued Operations and Disposal Groups [Abstract]
DISCONTINUED OPERATIONS	DISCONTINUED OPERATIONS The revenue and net loss reported as discontinued operations in the accompanying consolidated statements of operations and comprehensive income are as follows (in thousands) : Three Months Ended 2017 2016 Revenue $ (750 ) $ 1 Loss before income taxes $ (1,435 ) $ (1,850 ) Income tax benefit 503 647 Net loss $ (932 ) $ (1,203 ) LendingTree Loans On June 6, 2012, the Company sold substantially all of the operating assets of its LendingTree Loans business for $55.9 million in cash to a wholly-owned subsidiary of Discover Financial Services ("Discover"). Discover generally did not assume liabilities of the LendingTree Loans business that arose before the closing date, except for certain liabilities directly related to assets Discover acquired. Of the purchase price paid, as of March 31, 2017 , $4.0 million is being held in escrow in accordance with the agreement with Discover for certain loan loss obligations that remain with the Company following the sale. The escrowed amount is recorded as restricted cash as of March 31, 2017. Significant Assets and Liabilities of LendingTree Loans Upon closing of the sale of substantially all of the operating assets of the LendingTree Loans business on June 6, 2012, LendingTree Loans ceased to originate consumer loans. Liability for losses on previously sold loans will remain with LendingTree Loans and are discussed below. Loan Loss Obligations LendingTree Loans sold loans it originated to investors on a servicing-released basis, so the risk of loss or default by the borrower was generally transferred to the investor. However, LendingTree Loans was required by these investors to make certain representations and warranties relating to credit information, loan documentation and collateral. These representations and warranties may extend through the contractual life of the loan. Subsequent to the loan sale, if underwriting deficiencies, borrower fraud or documentation defects are discovered in individual loans, LendingTree Loans may be obligated to repurchase the respective loan or indemnify the investors for any losses from borrower defaults if such deficiency or defect cannot be cured within the specified period following discovery. In the case of early loan payoffs and early defaults on certain loans, LendingTree Loans may be required to repay all or a portion of the premium initially paid by the investor. HLC, a subsidiary of the Company, continues to be liable for these 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. The following table represents the aggregate loans sold, subsequent settlements and remaining unsettled loans. Number of Loans Original Issue Balance (in thousands) (in billions) Loans sold by HLC 234 $ 38.9 Subsequent settlements (172 ) (28.8 ) Remaining unsettled loans as of March 31, 2017 62 $ 10.1 During the fourth quarter of 2015, LendingTree Loans completed a settlement agreement for $0.6 million with one of the investors to which it had sold loans. This investor accounted for approximately 10% of the total number of loans sold and 12% of the original issue balance. This settlement related to all existing and future losses on loans sold to this investor. During the fourth quarter of 2014, LendingTree Loans completed a settlement agreement for $5.4 million with the largest investor to which it had sold loans. This investor accounted for approximately 40% of both the total number of loans sold and the original issue balance. This settlement related to all existing and future losses on loans sold to this investor. In the second quarter of 2014, LendingTree Loans completed settlements with two buyers of previously purchased loans. The Company has been negotiating with certain of the remaining secondary market purchasers to settle any existing and future contingent liabilities, but it may not be able to complete such negotiations on acceptable terms, or at all. Because LendingTree Loans does not service the loans it sold, it does not maintain nor generally have access to the current balances and loan performance data with respect to the individual loans previously sold to investors. Accordingly, LendingTree Loans is unable to determine, with precision, its maximum exposure for breaches of the representations and warranties it made to the investors that purchased such loans. The Company uses a settlement discount framework for evaluating the adequacy of the reserve for loan losses. This model estimates lifetime losses on the population of remaining loans originated and sold by LendingTree Loans using actual defaults for loans with similar characteristics and projected future defaults. It also considers the likelihood of claims expected due to alleged breaches of representations and warranties made by LendingTree Loans and the percentage of those claims investors estimate LendingTree Loans may agree to repurchase. A settlement discount factor is then applied to the result of the foregoing to reflect publicly-announced bulk settlements for similar loan types and vintages, as well as LendingTree Loans' non-operating status, in order to estimate a range of potential obligation. The estimated range of remaining loan losses using this settlement discount framework was determined to be $4.3 million to $7.8 million at March 31, 2017 . The reserve balance recorded as of March 31, 2017 was $7.6 million . Management has considered both objective and subjective factors in the estimation process, but given current general industry trends in mortgage loans as well as housing prices and market expectations, actual losses related to LendingTree Loans' obligations could vary significantly from the obligation recorded as of the balance sheet date or the range estimated above. Additionally, LendingTree has guaranteed certain loans sold to two investors in the event that LendingTree Loans is unable to satisfy its repurchase and warranty obligations related to such loans. Based on historical experience, it is anticipated that LendingTree Loans will continue to receive repurchase requests and incur losses on loans sold in prior years. The activity related to loss reserves on previously sold loans is as follows (in thousands) : Three Months Ended 2017 2016 Loan loss reserve, beginning of period $ 6,804 $ 8,127 Provisions 750 — Charge-offs to reserves — — Loan loss reserve, end of period $ 7,554 $ 8,127 The liability for losses on previously sold loans is presented as current liabilities of discontinued operations in the accompanying consolidated balance sheet as of March 31, 2017 and December 31, 2016 .

SIGNIFICANT ACCOUNTING POLICI21

SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Accounting Estimates	Accounting Estimates Management is required to make certain estimates and assumptions during the preparation of the consolidated financial statements in accordance with GAAP. These estimates and assumptions impact the reported amount of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements. They also impact the reported amount of net earnings during any period. Actual results could differ from those estimates. Significant estimates underlying the accompanying consolidated financial statements, including discontinued operations, include: loan loss obligations; the recoverability of long-lived assets, goodwill and intangible assets; the determination of income taxes payable and deferred income taxes, including related valuation allowances; contingent consideration related to business combinations; litigation accruals; various other allowances, reserves and accruals; and assumptions related to the determination of stock-based compensation.
Certain Risks and Concentrations	Certain Risks and Concentrations LendingTree's business is subject to certain risks and concentrations including dependence on third-party technology providers, exposure to risks associated with online commerce security and credit card fraud. Financial instruments, which potentially subject the Company to concentration of credit risk at March 31, 2017 , consist primarily of cash and cash equivalents and accounts receivable, as disclosed in the consolidated balance sheet. Cash and cash equivalents are in excess of Federal Deposit Insurance Corporation insurance limits, but are maintained with quality financial institutions of high credit. The Company generally requires certain network lenders to maintain security deposits with the Company, which in the event of non-payment, would be applied against any accounts receivable outstanding. Due to the nature of the mortgage lending industry, interest rate fluctuations may negatively impact future revenue from the Company's lender marketplace. Lenders participating on the Company's marketplace can offer their products directly to consumers through brokers, mass marketing campaigns or through other traditional methods of credit distribution. These lenders can also offer their products online, either directly to prospective borrowers, through one or more online competitors, or both. If a significant number of potential consumers are able to obtain loans from participating lenders without utilizing the Company's services, its ability to generate revenue may be limited. Because the Company does not have exclusive relationships with the lenders whose loan offerings are offered on its online marketplace, consumers may obtain offers and loans from these lenders without using its service. The Company maintains operations solely in the United States.
Litigation Settlements and Contingencies	Litigation Settlements and Contingencies Litigation settlements and contingencies consists of expenses related to actual or anticipated litigation settlements, in addition to legal fees incurred in connection with various patent litigation claims the Company pursues against others.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-04 which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (Step 2 of the goodwill impairment test). Instead, an impairment charge will be based on the excess of the carrying amount over the fair value. This ASU is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In November 2016, the FASB issued ASU 2016-18 which is intended to reduce the diversity in the classification and presentation of changes in restricted cash in the statement of cash flows, by requiring entities to combine the changes in cash and cash equivalents and restricted cash in one line. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash in the statement of cash flows. In addition, if more than one line item is recorded on the balance sheet for cash and cash equivalents and restricted cash, a reconciliation between the statement of cash flows and balance sheet is required. This ASU is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The retrospective transition method, requiring adjustment to all comparative periods presented, is required. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In August 2016, the FASB issued ASU 2016-15 which addresses eight cash flow classification issues, eliminating the diversity in practice. This ASU is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The retrospective transition method, requiring adjustment to all comparative periods presented, is required unless it is impracticable for some of the amendments, in which case those amendments would be prospectively applied as of the earliest date practicable. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In March 2016, the FASB issued ASU 2016-09 which simplifies various aspects related to how share-based payments are accounted for and presented in the financial statements, including the income tax consequences, classification of awards as either equity or liabilities, forfeitures and classification of excess tax benefits on the statement of cash flows. This ASU was effective for annual and interim reporting periods beginning after December 15, 2016, with early adoption permitted. Upon adoption, any adjustments are to be reflected as of the beginning of the fiscal year of adoption. The Company adopted this ASU during the first quarter of 2017. The new standard requires excess tax benefits and deficiencies, which arise due to the difference in the measure of stock compensation and the amount deductible for tax purposes, to be recorded in earnings in income tax expense. These excess tax benefits and deficiencies were generally previously recorded in additional paid-in capital and had no impact on net income. The standard required prospective adoption for this portion of the new guidance. During the first quarter of 2017, the Company recognized $3.8 million of excess tax benefit in income tax expense in the accompanying consolidated statements of operations and comprehensive income. Additionally, the new standard requires the excess tax benefits and deficiencies to be classified as an operating activity in the accompanying consolidated statements of cash flows. These excess tax benefits and deficiencies were previously recorded as a financing activity in the statement of cash flows. The standard allowed for either prospective or retrospective adoption for the change in presentation in the statement of cash flows. The Company elected to retrospectively adopt the classification change in the statement of cash flows. Accordingly, prior periods have been adjusted, which increased the cash provided by operating activities and decreased the cash provided by financing activities by $2.3 million in the first quarter of 2016 in the accompanying consolidated statements of cash flows. The standard also allows for an election by the Company to either estimate forfeitures, as required under previous guidance, or recognize forfeitures when they occur. The Company elected to recognize forfeitures of stock awards as they occur, with the modified retrospective transition method required. Accordingly, the Company recognized a $1.4 million cumulative-effect adjustment to retained earnings as of January 1, 2017. In February 2016, the FASB issued ASU 2016-02 related to leases. This ASU requires the recognition of a right-of-use lease asset and a lease liability by lessees for all leases greater than one year in duration. This ASU is effective for annual and interim reporting periods beginning after December 15, 2018, with early adoption permitted. The guidance must be adopted using a modified retrospective transition. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt. In May 2014, the FASB issued ASU 2014-09 related to revenue recognition. This ASU was initiated as a joint project between the FASB and the International Accounting Standards Board ("IASB") to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP and international financial reporting standards ("IFRS"). This guidance will supersede the existing revenue recognition requirements in Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition and was set to be effective for annual reporting periods beginning after December 15, 2016. However, in July 2015, the FASB deferred the effective date by one year, such that the standard will be effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted as of the original effective date of December 15, 2016. The ASU can be applied (i) retrospectively to each prior period presented or (ii) retrospectively with the cumulative effect of initially adopting the ASU recognized at the date of initial application. In March 2016, the FASB issued ASU 2016-08, which clarifies the principal versus agent guidance under ASU 2014-09. In April 2016, the FASB issued ASU 2016-10, which clarifies the identification of distinct performance obligations in a contract. In May 2016, the FASB issued ASU 2016-12, which clarifies the guidance on assessing collectability, presenting sales taxes, measuring noncash consideration and certain other transition matters. The clarification ASU's must be adopted concurrently with the adoption of ASU 2014-09. The Company is evaluating the impact these ASU's will have on its consolidated financial statements and which implementation method to apply.

RESTRICTED CASH RESTRICTED CASH

RESTRICTED CASH RESTRICTED CASH (Tables)	3 Months Ended
	Mar. 31, 2017
Cash and Cash Equivalents [Abstract]
Schedule of Restricted Cash and Cash Equivalents	Restricted cash and cash equivalents consists of the following (in thousands) : March 31, December 31, Cash in escrow from sale of LendingTree Loans (a) $ 4,032 $ 4,032 Other 48 57 Total restricted cash and cash equivalents $ 4,080 $ 4,089 (a) Home Loan Center, Inc. ("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.

GOODWILL AND INTANGIBLE ASSET23

GOODWILL AND INTANGIBLE ASSETS (Tables)	3 Months Ended
	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of balance of goodwill and intangible assets, net	The balance of goodwill and intangible assets, net is as follows (in thousands) : March 31, December 31, Goodwill $ 539,545 $ 539,545 Accumulated impairment losses (483,088 ) (483,088 ) Net goodwill $ 56,457 $ 56,457 Intangible assets with indefinite lives $ 10,142 $ 10,142 Intangible assets with definite lives, net 58,747 61,542 Total intangible assets, net $ 68,889 $ 71,684
Schedule of intangible assets with definite lives	Intangible assets with definite lives relate to the following (in thousands) : Cost Accumulated Amortization Net Technology $ 28,300 $ (2,436 ) $ 25,864 Customer lists 28,100 (1,245 ) 26,855 Trademarks and tradenames 5,342 (1,162 ) 4,180 Tenant leases 2,030 (187 ) 1,843 Other 251 (246 ) 5 Balance at March 31, 2017 $ 64,023 $ (5,276 ) $ 58,747 Cost Accumulated Amortization Net Technology $ 28,300 $ (659 ) $ 27,641 Customer lists 28,100 (639 ) 27,461 Trademarks and tradenames 5,342 (937 ) 4,405 Tenant leases 2,030 — 2,030 Other 250 (245 ) 5 Balance at December 31, 2016 $ 64,022 $ (2,480 ) $ 61,542
Schedule of amortization of intangible assets with definite lives for the next five years	Amortization of intangible assets with definite lives is computed on a straight-line basis and, based on balances as of March 31, 2017 , future amortization is estimated to be as follows (in thousands) : Amortization Expense Remainder of current year $ 8,380 Year ending December 31, 2018 11,037 Year ending December 31, 2019 10,783 Year ending December 31, 2020 9,935 Year ending December 31, 2021 3,270 Thereafter 15,342 Total intangible assets with definite lives, net $ 58,747

BUSINESS ACQUISITION BUSINESS A

BUSINESS ACQUISITION BUSINESS ACQUISITION (Tables)	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
Schedule of assets acquired and liabilities assumed in a business acquisition	During the quarter ended March 31, 2017, the Company completed the determination of the final allocation of the purchase price with respect to the assets acquired and liabilities assumed as follows (in thousands) : Fair Value Accounts receivable $ 3,538 Total intangible assets with definite lives, net 55,400 Goodwill 52,450 Accounts payable and accrued liabilities (7,638 ) Total purchase price $ 103,750
Unauidted pro form revenue and net income from continuing operations of business acquisition	Three Months Ended March 31, 2016 (in thousands) Pro forma revenue $ 110,293 Pro forma net income from continuing operations $ 5,445

ACCRUED EXPENSES AND OTHER CU25

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Schedule of accrued expenses and other current liabilities	Accrued expenses and other current liabilities consist of the following (in thousands) : March 31, December 31, Accrued litigation liabilities $ 1,005 $ 736 Accrued advertising expense 32,021 26,976 Accrued compensation and benefits 3,846 5,626 Accrued professional fees 1,156 1,411 Customer deposits and escrows 5,083 5,041 Other 15,153 9,613 Total accrued expenses and other current liabilities $ 58,264 $ 49,403

SHAREHOLDERS' EQUITY (Tables)

SHAREHOLDERS' EQUITY (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Schedule of computation of weighted average basic and diluted shares	Basic and diluted income per share was determined based on the following share data (in thousands) : Three Months Ended March 31, 2017 2016 Weighted average basic common shares 11,827 11,931 Effect of stock options 1,553 840 Effect of dilutive share awards 97 102 Weighted average diluted common shares 13,477 12,873

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of non-cash compensation expense related to equity awards	Non-cash compensation related to equity awards is included in the following line items in the accompanying consolidated statements of operations and comprehensive income (in thousands) : Three Months Ended 2017 2016 Cost of revenue $ 43 $ 41 Selling and marketing expense 485 726 General and administrative expense 1,219 1,310 Product development 483 556 Total non-cash compensation $ 2,230 $ 2,633
Summary of changes in outstanding stock options	A summary of changes in outstanding stock options is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (a) (per option) (in years) (in thousands) Options outstanding at January 1, 2017 1,991,802 $ 21.23 Granted (b) 4,079 112.99 Exercised (78,838 ) 31.40 Forfeited (20,001 ) 71.04 Expired — — Options outstanding at March 31, 2017 1,897,042 20.48 4.88 $ 198,952 Options exercisable at March 31, 2017 1,148,052 $ 12.93 3.18 $ 129,061 (a) The aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between the Company's closing stock price of $125.35 on the last trading day of the quarter ended March 31, 2017 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 March 31, 2017 . The intrinsic value changes based on the market value of the Company's common stock. (b) During the three months ended March 31, 2017 , the Company granted stock options to certain employees and new members of the board of directors with a weighted average grant date fair value per share of $57.24 , calculated using the Black-Scholes option pricing model, which vesting periods include (a) three years from the grant date and (b) two years from the grant date
Schedule of stock option valuation assumptions	For purposes of determining stock-based compensation expense, the weighted average grant date fair value per share of the stock options was estimated using the Black-Scholes option pricing model, which requires the use of various key assumptions. The weighted average assumptions used are as follows: Expected term (1) 5.75 - 6.00 years Expected dividend (2) — Expected volatility (3) 52% Risk-free interest rate (4) 2.08% - 2.17% (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 in 2017 , 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. (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.
Schedule of changes in outstanding non-vested RSUs and restricted stock	A summary of the changes in outstanding nonvested restricted stock units ("RSUs") and restricted stock is as follows: RSUs Number of Units Weighted Average Grant Date Fair Value (per unit) Nonvested at January 1, 2017 152,374 $ 65.64 Granted 45,626 112.20 Vested (54,792 ) 49.71 Forfeited (5,647 ) 76.27 Nonvested at March 31, 2017 137,561 $ 87.17 Restricted Stock Number of Shares Weighted Average Grant Date Fair Value (per share) Nonvested at January 1, 2017 14,464 $ 25.14 Granted — — Vested — — Forfeited — — Nonvested at March 31, 2017 14,464 $ 25.14
Schedule of changes in outstanding nonvested RSUs with performance conditions	A summary of the changes in outstanding nonvested RSUs with performance conditions is as follows: RSUs with Performance Conditions Number of Units Weighted Average Grant Date Fair Value (per unit) Nonvested at January 1, 2017 44,509 $ 88.28 Granted — — Vested — — Forfeited — — Nonvested at March 31, 2017 44,509 $ 88.28

INCOME TAXES (Tables)

INCOME TAXES (Tables)	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Schedule of income tax (expense) benefit	Three Months Ended 2017 2016 (in thousands, except percentages) Income tax benefit (expense) $ 1,079 $ (4,798 ) Effective tax rate (16.1 )% 41.0 %

FAIR VALUE MEASUREMENTS FAIR 29

FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Schedule of changes in assets and liabilities that are measured at fair value on a recurring basis using significant unobservable inputs	The changes in the fair value of the Company's Level 3 liabilities during the three months ended March 31, 2017 are as follows (in thousands) : Contingent Consideration Balance at December 31, 2016 $ 23,100 Transfers into Level 3 — Transfers out of Level 3 — Total net gains (losses) included in earnings (realized and unrealized) 8,746 Purchases, sales and settlements: Additions — Payments — Balance at March 31, 2017 $ 31,846

SEGMENT INFORMATION SEGMENT INF

SEGMENT INFORMATION SEGMENT INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Schedule of mortgage and non-mortgage product revenue	Mortgage and non-mortgage product revenue is as follows (in thousands) : Three Months Ended 2017 2016 Mortgage products $ 62,938 $ 55,016 Non-mortgage products 69,577 39,697 Total revenue $ 132,515 $ 94,713

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	3 Months Ended
	Mar. 31, 2017
DISCONTINUED OPERATIONS
Schedule of revenue and net income (loss) of the discontinued operations	The revenue and net loss reported as discontinued operations in the accompanying consolidated statements of operations and comprehensive income are as follows (in thousands) : Three Months Ended 2017 2016 Revenue $ (750 ) $ 1 Loss before income taxes $ (1,435 ) $ (1,850 ) Income tax benefit 503 647 Net loss $ (932 ) $ (1,203 )
Schedule of the number of loans sold and the original issue balance	The following table represents the aggregate loans sold, subsequent settlements and remaining unsettled loans. Number of Loans Original Issue Balance (in thousands) (in billions) Loans sold by HLC 234 $ 38.9 Subsequent settlements (172 ) (28.8 ) Remaining unsettled loans as of March 31, 2017 62 $ 10.1
Lending Tree Loans
DISCONTINUED OPERATIONS
Schedule of activity related to loss reserves on previously sold loans	The activity related to loss reserves on previously sold loans is as follows (in thousands) : Three Months Ended 2017 2016 Loan loss reserve, beginning of period $ 6,804 $ 8,127 Provisions 750 — Charge-offs to reserves — — Loan loss reserve, end of period $ 7,554 $ 8,127

SIGNIFICANT ACCOUNTING POLICI32

SIGNIFICANT ACCOUNTING POLICIES NOTES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Accounting Policies [Abstract]
Excess tax benefits recognized in income tax expense	$ 3,762	$ 0
Prior period cash flow presentation for excess tax benefits		$ 2,300
Cumulative-effect adjustment to retained earnings for the recognition of forfeitures of stock awards	$ 1,400

RESTRICTED CASH RESTRICTED CA33

RESTRICTED CASH RESTRICTED CASH (Details - Balance Sheet) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2015
Restricted Cash and Cash Equivalents
Restricted cash and cash equivalents	$ 4,080		$ 4,089
Cash and cash equivalents	105,442	$ 174,226	91,131	$ 206,975
Decrease in restricted cash	9	$ 2,457
Cash in escrow for sale of LendingTree Loans
Restricted Cash and Cash Equivalents
Restricted cash and cash equivalents	4,032		4,032
Other Restricted Cash and Cash Equivalents
Restricted Cash and Cash Equivalents
Restricted cash and cash equivalents	48		$ 57
Discover | Lending Tree Loans
Restricted Cash and Cash Equivalents
Restricted cash and cash equivalents	$ 4,000

GOODWILL AND INTANGIBLE ASSET34

GOODWILL AND INTANGIBLE ASSETS (Details - Balance Sheet) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 539,545	$ 539,545
Accumulated impairment losses	(483,088)	(483,088)
Net goodwill	56,457	56,457
Intangible assets with indefinite lives	10,142	10,142
Intangible assets with definite lives, net	58,747	61,542
Total intangible assets, net	$ 68,889	$ 71,684

GOODWILL AND INTANGIBLE ASSET35

GOODWILL AND INTANGIBLE ASSETS (Details - Definite Lived Intangibles) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Intangible assets with definite lives
Cost	$ 64,023	$ 64,022
Accumulated amortization	(5,276)	(2,480)
Total intangible assets with definite lives, net	58,747	61,542
Technology
Intangible assets with definite lives
Cost	28,300	28,300
Accumulated amortization	(2,436)	(659)
Total intangible assets with definite lives, net	25,864	27,641
Customer lists
Intangible assets with definite lives
Cost	28,100	28,100
Accumulated amortization	(1,245)	(639)
Total intangible assets with definite lives, net	26,855	27,461
Trademarks and tradenames
Intangible assets with definite lives
Cost	5,342	5,342
Accumulated amortization	(1,162)	(937)
Total intangible assets with definite lives, net	4,180	4,405
Tenant leases
Intangible assets with definite lives
Cost	2,030	2,030
Accumulated amortization	(187)	0
Total intangible assets with definite lives, net	1,843	2,030
Other
Intangible assets with definite lives
Cost	251	250
Accumulated amortization	(246)	(245)
Total intangible assets with definite lives, net	$ 5	$ 5

GOODWILL AND INTANGIBLE ASSET36

GOODWILL AND INTANGIBLE ASSETS (Details - 5yr Definite Lived Intangibles Amortization) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Amortization of intangible assets with definite lives computed on a straight-line basis
Remainder of current year	$ 8,380
2,018	11,037
2,019	10,783
2,020	9,935
2,021	3,270
Thereafter	15,342
Total intangible assets with definite lives, net	$ 58,747	$ 61,542

BUSINESS ACQUISITION BUSINESS37

BUSINESS ACQUISITION BUSINESS ACQUISITION (Details) - USD ($)	Nov. 17, 2016	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Nov. 16, 2016
Business Acquisition
Initial cash consideration to acquire business	$ 80,700,000
Contingent consideration range, maximum					$ 45,000,000
Purchase price consideration on acquisition date	$ 103,800,000
Contingent consideration on acquisition date		$ 31,800,000			23,100,000
Current contingent consideration		19,399,000		$ 0
Non-current contingent consideration		12,947,000		23,600,000
Change in fair value of contingent consideration		8,746,000	$ 0
Goodwill		56,457,000		$ 56,457,000
Acquisition-related costs		100,000
Pro forma revenue		110,293,000
Pro forma net income from continuing operations		5,445,000
Iron Horse Holdings, LLC [Member]
Business Acquisition
Non-current contingent consideration		12,400,000
Accounts receivable		3,538,000
Iintangible assets with definite lives, net		55,400,000
Goodwill		52,450,000
Accounts payable and accrued liabilities		(7,638,000)
Total purchase price		$ (103,750,000)
Earnout Payment for One Contingent Earnout [Member]
Business Acquisition
Contingent consideration range, minimum					0
Contingent consideration range, maximum					$ 22,500,000

ACCRUED EXPENSES AND OTHER CU38

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details - Balance Sheet) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Accrued expenses and other current liabilities
Accrued litigation liability	$ 1,005	$ 736
Accrued advertising expense	32,021	26,976
Accrued compensation and benefits	3,846	5,626
Accrued professional fees	1,156	1,411
Customer deposits and escrows	5,083	5,041
Other	15,153	9,613
Total accrued expenses and other current liabilities	$ 58,264	$ 49,403

SHAREHOLDERS' EQUITY (Details)

SHAREHOLDERS' EQUITY (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Feb. 25, 2016	Jan. 14, 2016	May 07, 2014	Jan. 11, 2010
Calculation of weighted average common shares
Weighted average common shares, basic	11,827,000	11,931,000
Effect of dilutive securities
Effect of stock options (in shares)	1,553,000	840,000
Effect of dilutive share awards (in shares)	97,000	102,000
Weighted average common shares, diluted	13,477,000	12,873,000
Anti-dilutive securities excluded from calculation of diluted earnings per share (in shares)	0
Common stock repurchases
Value of common stock authorized to be repurchased			$ 40,000,000	$ 50,000,000	$ 10,000,000	$ 10,000,000
Purchase of treasury stock (in shares)	0	580,014
Remaining authorized repurchase amount	$ 48,700,000

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details - P&L Impact) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Non-cash compensation expense related to equity awards
Total non-cash compensation	$ 2,230	$ 2,633
Cost of revenue
Non-cash compensation expense related to equity awards
Total non-cash compensation	43	41
Selling and marketing expense
Non-cash compensation expense related to equity awards
Total non-cash compensation	485	726
General and administrative expense
Non-cash compensation expense related to equity awards
Total non-cash compensation	1,219	1,310
Product development
Non-cash compensation expense related to equity awards
Total non-cash compensation	$ 483	$ 556

STOCK-BASED COMPENSATION (Det41

STOCK-BASED COMPENSATION (Details - Stock Options Rollforward)	3 Months Ended
	Mar. 31, 2017USD ($)$ / sharesshares
STOCK-BASED COMPENSATION
Share Price	$ 125.35
Stock options, Grant Date Fair Value Valuation
Grant date fair value	$ 57.24
Aggregate stock options
Stock options, Shares
Outstanding at the beginning of the period (in shares) | shares	1,991,802
Granted (in shares) | shares	4,079
Exercised (in shares) | shares	(78,838)
Forfeited (in shares) | shares	(20,001)
Expired (in shares) | shares	0
Outstanding at the end of the period (in shares) | shares	1,897,042
Options exercisable at the end of the period (in shares) | shares	1,148,052
Stock options, Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)	$ 21.23
Granted (in dollars per share)	112.99
Exercised (in dollars per share)	31.40
Forfeited (in dollars per share)	71.04
Expired (in dollars per share)	0
Outstanding at the end of the period (in dollars per share)	20.48
Options exercisable at the end of the period (in dollars per share)	$ 12.93
Stock options, Weighted Average Remaining Contractual Term
Outstanding at the end of the period	4 years 10 months 17 days
Options exercisable at the end of the period	3 years 2 months 5 days
Stock options, Aggregate Intrinsic Value
Outstanding at the end of the period | $	$ 198,952,000
Options exercisable at the end of the period | $	129,061,000
Stock options, Grant Date Fair Value Valuation
Expected dividends | $	$ 0
Expected dividend rate	0.00%
Expected volatility, minimum	52.00%
Expected volatility, maximum	52.00%
Risk-free interest rate, minimum	2.08%
Risk-free interest rate, maximum	2.17%
Employee stock options
Stock options, Grant Date Fair Value Valuation
Vesting period	3 years
Director stock options
Stock options, Grant Date Fair Value Valuation
Vesting period	2 years
Minimum | Aggregate stock options
Stock options, Grant Date Fair Value Valuation
Expected term	P5Y9M0D
Minimum | Employee stock options
Stock options, Grant Date Fair Value Valuation
Grant date fair value
Maximum | Aggregate stock options
Stock options, Grant Date Fair Value Valuation
Expected term	P6Y0M0D
Maximum | Employee stock options
Stock options, Grant Date Fair Value Valuation
Grant date fair value

STOCK-BASED COMPENSATION (Det42

STOCK-BASED COMPENSATION (Details - RSA & RSU Rollforwards)	3 Months Ended
	Mar. 31, 2017$ / sharesshares
RSUs
Nonvested RSUs, Restricted Stock and Restricted Stock Units with Performance Conditions, Number of Shares
Nonvested at the beginning of the period (in shares) | shares	152,374
Granted (in shares) | shares	45,626
Vested (in shares) | shares	(54,792)
Forfeited (in shares) | shares	(5,647)
Nonvested at the end of the period (in shares) | shares	137,561
Nonvested RSUs, Restricted Stock and Restricted Stock Units with Performance Conditions, Weighted Average Grant Date Fair Value
Nonvested at the beginning of the period (in dollars per share) | $ / shares	$ 65.64
Granted (in dollars per share) | $ / shares	112.20
Vested (in dollars per share) | $ / shares	49.71
Forfeited (in dollars per share) | $ / shares	76.27
Nonvested at the end of the period (in dollars per share) | $ / shares	$ 87.17
Restricted stock
Nonvested RSUs, Restricted Stock and Restricted Stock Units with Performance Conditions, Number of Shares
Nonvested at the beginning of the period (in shares) | shares	14,464
Granted (in shares) | shares	0
Vested (in shares) | shares	0
Nonvested at the end of the period (in shares) | shares	14,464
Nonvested RSUs, Restricted Stock and Restricted Stock Units with Performance Conditions, Weighted Average Grant Date Fair Value
Nonvested at the beginning of the period (in dollars per share) | $ / shares	$ 25.14
Granted (in dollars per share) | $ / shares	0
Vested (in dollars per share) | $ / shares	0
Nonvested at the end of the period (in dollars per share) | $ / shares	$ 25.14

STOCK-BASED COMPENSATION STOCK-

STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION (Details - RSUs with performance conditions) - Performance Shares [Member]	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Nonvested RSUs, Restricted Stock and Restricted Stock Units with Performance Conditions, Number of Shares
Nonvested at the beginning of the period (in shares) | shares	44,509
Granted (in shares) | shares	0
Nonvested at the end of the period (in shares) | shares	44,509
Nonvested RSUs, Restricted Stock and Restricted Stock Units with Performance Conditions, Weighted Average Grant Date Fair Value
Nonvested at the beginning of the period (in dollars per share) | $ / shares	$ 88.28
Granted (in dollars per share) | $ / shares	0
Nonvested at the end of the period (in dollars per share) | $ / shares	$ 88.28

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Income tax benefit (expense)	$ 1,079	$ (4,798)
Effective tax rates (as a percent)	(16.10%)	41.00%
Federal statutory income tax rate (as a percentage)	35.00%	35.00%
Income tax expense - excluding excess tax benefit on stock compensation	$ (2,683)	$ (4,798)
Excess tax benefits recognized in income tax expense	$ 3,762	$ 0

REVOLVING CREDIT FACILITY REVOL

REVOLVING CREDIT FACILITY REVOLVING CREDIT FACILITY (Details)	Oct. 22, 2015USD ($)
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, current borrowing capacity	$ 125,000,000
Revolving Credit Facility, term	5 years
Revolving Credit Facility, conditional increase to borrowing capacity	$ 50,000,000
Revolving Credit Facility, collateral, percent of assets	100.00%
Revolving Credit Facility, collateral, percent of equity	100.00%
Revolving Credit Facility, letter of credit fronting fee percentage	0.125%
Fees and expense paid to lenders at closing	$ 1,200,000
Swingline Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, current borrowing capacity	10,000,000
Letters of Credit [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, current borrowing capacity	$ 10,000,000
Federal Funds Effective Swap Rate [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, basis spread on variable rate	0.50%
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, basis spread on variable rate	1.00%
Minimum | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, unused capacity, commitment fee percentage	0.25%
Revolving Credit Facility, letter of credit participation fee percentage	2.00%
Minimum | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, basis spread on variable rate	2.00%
Minimum | Base Rate [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, basis spread on variable rate	1.00%
Maximum | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, unused capacity, commitment fee percentage	0.50%
Revolving Credit Facility, letter of credit participation fee percentage	3.00%
Maximum | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, basis spread on variable rate	3.00%
Maximum | Base Rate [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving Credit Facility, basis spread on variable rate	2.00%

CONTINGENCIES (Details)

CONTINGENCIES (Details) $ in Thousands	Apr. 24, 2017regulator	Oct. 14, 2011regulator	Sep. 08, 2010patent	Jun. 30, 2015USD ($)	Dec. 31, 2014USD ($)	Mar. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Sep. 30, 2014USD ($)	Mar. 12, 2014patent
Contingencies
Accrued litigation liability						$ 1,005	$ 736
Massachusetts Division of Banks | Unfavorable regulatory action
Contingencies
Accrued litigation liability						500
Number of Joining Regulators | regulator		34
Massachusetts Division of Banks | Unfavorable regulatory action | Subsequent Event [Member]
Contingencies
Number of Joining Regulators | regulator	0
Pending litigation or appeal | Residential Funding Company
Contingencies
Accrued litigation liability						3,000
Pending litigation or appeal | Lending Tree v. Zillow, Inc.
Contingencies
Accrued litigation liability						0
Number of patents found not infringed upon | patent									2
Litigation loss				$ 1,100	$ 2,300
Number of patents alleged infringement upon, maximum | patent			2
Pending litigation or appeal | Next Advisor
Contingencies
Accrued litigation liability						500
Pending litigation or appeal | Lehman Brothers Holdings, Inc. Demand Letter
Contingencies
Accrued litigation liability						1,000
Minimum | Massachusetts Division of Banks | Unfavorable regulatory action
Contingencies
Estimated range of remaining possible losses due to loan losses						500
Maximum | Massachusetts Division of Banks | Unfavorable regulatory action
Contingencies
Estimated range of remaining possible losses due to loan losses						6,500
Maximum | Pending litigation or appeal | Lending Tree v. Zillow, Inc.
Contingencies
Estimated range of remaining possible losses due to loan losses								$ 9,700
Discontinued Operations, Disposed of by Sale [Member]
Contingencies
Accrued litigation liability						$ 4,000	$ 4,000

FAIR VALUE MEASUREMENTS FAIR 47

FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Nov. 16, 2016
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent consideration on acquisition date	$ 31,800,000		$ 23,100,000
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at December 31, 2016	23,100,000
Change in fair value of contingent consideration	8,746,000	$ 0
Balance at March 31, 2017	$ 31,846,000
Minimum
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent consideration on acquisition date			0
Maximum
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent consideration on acquisition date			$ 45,000,000

SEGMENT INFORMATION SEGMENT I48

SEGMENT INFORMATION SEGMENT INFORMATION (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Segment Information
Revenue	$ 132,515	$ 94,713
Mortgage Products [Member]
Segment Information
Revenue	62,938	55,016
Non-mortgage Products [Member]
Segment Information
Revenue	$ 69,577	$ 39,697

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details-Disposal Groups) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2015	Jun. 06, 2012
DISCONTINUED OPERATIONS
Cash and cash equivalents	$ 105,442	$ 174,226	$ 91,131	$ 206,975
Revenue and net income (loss) of discontinued operations
Revenue	(750)	1
Loss before income taxes	(1,435)	(1,850)
Income tax benefit	503	647
Loss from discontinued operations	(932)	$ (1,203)
Assets and liabilities of facilities reported as discontinued operations
Non-current assets of discontinued operations	3,781		3,781
Current liabilities	$ (12,255)		$ (11,711)
Lending Tree Loans | Discover
DISCONTINUED OPERATIONS
Asset purchase agreement proceeds from sale					$ 55,900

DISCONTINUED OPERATIONS (Deta50

DISCONTINUED OPERATIONS (Details - Loan Loss Obligations) loan in Thousands, $ in Thousands	Oct. 15, 2015USD ($)	Jun. 07, 2012	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)	Dec. 31, 2014USD ($)	Jun. 30, 2012investor	Sep. 30, 2014investor	Mar. 31, 2017USD ($)loan	Mar. 31, 2017USD ($)loan	Dec. 31, 2016USD ($)	Mar. 31, 2016USD ($)	Dec. 31, 2015USD ($)	Jun. 06, 2012USD ($)loan
Loan Loss Obligations
Restricted cash and cash equivalents									$ 4,080	$ 4,089
Cash and cash equivalents									$ 105,442	91,131	$ 174,226	$ 206,975
Increase (Decrease) in Restricted Cash			$ (9)	$ (2,457)
Cash and Cash Equivalents, Period Increase (Decrease)			14,311	(32,749)
Original number of loans sold by HLC | loan													234
Original principal balance of loans sold by HLC													$ 38,900,000
Subsequent settlements of loans sold by HLC, number | loan								(172)
Subsequent settlement of loans sold by HLC, original issue balance								$ (28,800,000)
Remaining number of unsettled loans | loan									62
Remaining unsettled loans, original issue balance									$ 10,100,000
Lending Tree Loans | Discontinued operations
Loan Loss Obligations
Number of investors to whom loans are guaranteed | investor							2
Loan loss obligations | Lending Tree Loans
Loan Loss Obligations
Settlement value of indemnification claim and other miscellaneous items	$ 600				$ 5,400
Loan loss obligations | Lending Tree Loans | Discontinued operations
Loan Loss Obligations
Number of buyers of Previously purchased limited documentation loans with settlements | investor						2
Loan loss reserve, at carrying value			6,804	8,127				7,554	7,554	$ 6,804	$ 8,127	$ 8,127
Activity related to loss reserves on previously sold loans
Loan loss reserve, beginning of period			6,804	8,127
Provisions			750	0
Charge-offs to reserves			0	0
Loan loss reserve, end of period			$ 7,554	$ 8,127				$ 7,554
Discover Bank | Lending Tree Loans
Loan Loss Obligations
Restricted cash and cash equivalents									4,000
Investor One [Member] | Loan loss obligations | Lending Tree Loans
Loan Loss Obligations
Number of loans sold to one investor		10.00%
Percentage of the original loan issue balance		12.00%
Investor Two [Member] | Loan loss obligations | Lending Tree Loans
Loan Loss Obligations
Number of loans sold to one investor		40.00%
Minimum | Loan loss obligations | Lending Tree Loans | Discontinued operations
Loan Loss Obligations
Estimated range of remaining possible losses due to loan losses									4,300
Maximum | Loan loss obligations | Lending Tree Loans | Discontinued operations
Loan Loss Obligations
Estimated range of remaining possible losses due to loan losses									$ 7,800