Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 29, 2016 | |
Entity Registrant Name | Match Group, Inc. | |
Entity Central Index Key | 1,575,189 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common Stock | ||
Entity Common Stock, Shares Outstanding | 38,969,933 | |
Class B Common Stock | ||
Entity Common Stock, Shares Outstanding | 209,919,402 | |
Class C Common Stock | ||
Entity Common Stock, Shares Outstanding | 0 |
CONSOLIDATED BALANCE SHEET (Una
CONSOLIDATED BALANCE SHEET (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 135,898 | $ 88,173 |
Marketable securities | 11,622 | 11,622 |
Accounts receivable, net of allowance of $1,476 and $1,739, respectively | 68,975 | 65,851 |
Other current assets | 40,395 | 39,049 |
Total current assets | 256,890 | 204,695 |
Property and equipment, net of accumulated depreciation and amortization of $76,095 and $70,644, respectively | 50,807 | 48,067 |
Goodwill | 1,301,880 | 1,292,775 |
Intangible assets, net of accumulated amortization of $31,642 and $23,232, respectively | 271,017 | 276,408 |
Long-term investments | 54,855 | 55,569 |
Other non-current assets | 29,435 | 31,878 |
TOTAL ASSETS | 1,964,884 | 1,909,392 |
LIABILITIES | ||
Current portion of long-term debt | 40,000 | 40,000 |
Accounts payable | 28,827 | 25,767 |
Deferred revenue | 191,553 | 169,321 |
Accrued expenses and other current liabilities | 122,418 | 118,556 |
Total current liabilities | 382,798 | 353,644 |
Long-term debt, net of current maturities | 1,167,897 | 1,176,871 |
Income taxes payable | 9,325 | 9,670 |
Deferred income taxes | 35,472 | 34,947 |
Other long-term liabilities | 55,886 | 49,542 |
Redeemable noncontrolling interests | $ 5,971 | $ 5,907 |
Commitments and contingencies | ||
SHAREHOLDERS' EQUITY | ||
Preferred stock; $0.001 par value; authorized 500,000,000 shares; no shares issued and outstanding | $ 0 | $ 0 |
Additional paid-in capital | 418,852 | 404,771 |
Retained earnings | 17,764 | 10,612 |
Accumulated other comprehensive loss | (129,330) | (136,820) |
Total Match Group, Inc. shareholders' equity | 307,535 | 278,811 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 1,964,884 | 1,909,392 |
Common Stock | ||
SHAREHOLDERS' EQUITY | ||
Common stock | 39 | 38 |
Class B Common Stock | ||
SHAREHOLDERS' EQUITY | ||
Common stock | 210 | 210 |
Class C Common Stock | ||
SHAREHOLDERS' EQUITY | ||
Common stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEET (Un3
CONSOLIDATED BALANCE SHEET (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance | $ 1,476 | $ 1,739 |
Property and Equipment accumulated depreciation and amortization (in dollars) | 76,095 | 70,644 |
Intangible Assets accumulated amortization (in dollars) | $ 31,642 | $ 23,232 |
Preferred Stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Preferred Stock, authorized shares | 500,000,000 | 500,000,000 |
Preferred Stock, issued shares | 0 | 0 |
Preferred Stock, outstanding shares | 0 | 0 |
Common Stock | ||
Common Stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common Stock, authorized shares | 1,500,000,000 | 1,500,000,000 |
Common Stock, issued shares | 38,969,933 | 38,343,333 |
Common Stock, outstanding shares | 38,969,933 | 38,343,333 |
Class B Common Stock | ||
Common Stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common Stock, authorized shares | 1,500,000,000 | 1,500,000,000 |
Common Stock, issued shares | 209,919,402 | 209,919,402 |
Common Stock, outstanding shares | 209,919,402 | 209,919,402 |
Class C Common Stock | ||
Common Stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common Stock, authorized shares | 1,500,000,000 | 1,500,000,000 |
Common Stock, issued shares | 0 | 0 |
Common Stock, outstanding shares | 0 | 0 |
CONSOLIDATED AND COMBINED STATE
CONSOLIDATED AND COMBINED STATEMENT OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue | $ 285,283 | $ 235,069 |
Operating costs and expenses: | ||
Cost of revenue (exclusive of depreciation shown separately below) | 53,677 | 38,953 |
Selling and marketing expense | 113,495 | 111,965 |
General and administrative expense | 51,321 | 29,738 |
Product development expense | 22,863 | 16,451 |
Depreciation | 6,487 | 7,045 |
Amortization of intangibles | 8,252 | 3,877 |
Total operating costs and expenses | 256,095 | 208,029 |
Operating income (loss) | 29,188 | 27,040 |
Interest expense—third party | (20,431) | 0 |
Interest expense—related party | 0 | (2,179) |
Other income, net | 3,607 | 9,307 |
Earnings before income taxes | 12,364 | 34,168 |
Income tax provision | (5,145) | (8,288) |
Net earnings | 7,219 | 25,880 |
Net (earnings) loss attributable to noncontrolling interests | (67) | 326 |
Net earnings attributable to Match Group, Inc. shareholders | $ 7,152 | $ 26,206 |
Net earnings per share attributable to Match Group, Inc. shareholders: | ||
Basic (in usd per share) | $ 0.03 | $ 0.16 |
Diluted (in usd per share) | $ 0.03 | $ 0.16 |
Stock-based compensation expense by function: | ||
Stock-based compensation expense | $ 17,498 | $ 6,299 |
Cost of revenue | ||
Stock-based compensation expense by function: | ||
Stock-based compensation expense | 402 | 86 |
Selling and marketing expense | ||
Stock-based compensation expense by function: | ||
Stock-based compensation expense | 938 | 933 |
General and administrative expense | ||
Stock-based compensation expense by function: | ||
Stock-based compensation expense | 10,197 | 4,253 |
Product development expense | ||
Stock-based compensation expense by function: | ||
Stock-based compensation expense | $ 5,961 | $ 1,027 |
CONSOLIDATED AND COMBINED STAT5
CONSOLIDATED AND COMBINED STATEMENT OF COMPREHENSIVE OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 7,219 | $ 25,880 |
Other comprehensive income (loss): | ||
Change in foreign currency translation adjustment | 7,487 | (49,503) |
Change in fair value of available-for-sale security | 0 | 515 |
Total other comprehensive income (loss) | 7,487 | (48,988) |
Comprehensive income (loss) | 14,706 | (23,108) |
Comprehensive (income) loss attributable to noncontrolling interests | (64) | 613 |
Comprehensive income (loss) attributable to Match Group, Inc. shareholders | $ 14,642 | $ (22,495) |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($) shares in Thousands, $ in Thousands | Total | Common StockCommon Stock | Common StockClass B Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total Shareholders' Equity |
Balance at the beginning of the period (in shares) at Dec. 31, 2015 | 38,343 | 209,919 | |||||
Balance at the beginning of the period at Dec. 31, 2015 | $ 38 | $ 210 | $ 404,771 | $ 10,612 | $ (136,820) | $ 278,811 | |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings for period | 7,152 | 7,152 | |||||
Other comprehensive (loss) income, net of tax | 7,490 | 7,490 | |||||
Stock-based compensation expense | 15,605 | 15,605 | |||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes (in shares) | 627 | ||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes | $ 1 | (4,454) | (4,453) | ||||
Income tax benefit related to stock-based awards | 2,930 | 2,930 | |||||
Balance at the end of the period (in shares) at Mar. 31, 2016 | 38,970 | 209,919 | |||||
Balance at the end of the period at Mar. 31, 2016 | $ 39 | $ 210 | $ 418,852 | $ 17,764 | $ (129,330) | $ 307,535 | |
Balance at the beginning of the period at Dec. 31, 2015 | $ 5,907 | ||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | |||||||
Net earnings for period | 67 | ||||||
Other comprehensive (loss) income, net of tax | (3) | ||||||
Balance at the end of the period at Mar. 31, 2016 | $ 5,971 |
CONSOLIDATED AND COMBINED STAT7
CONSOLIDATED AND COMBINED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net earnings | $ 7,219 | $ 25,880 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Stock-based compensation expense | 17,498 | 6,299 |
Depreciation | 6,487 | 7,045 |
Amortization of intangibles | 8,252 | 3,877 |
Excess tax benefits from stock-based awards | (4,044) | (12,835) |
Deferred income taxes | (159) | 595 |
Acquisition-related contingent consideration fair value adjustments | 3,161 | (11,011) |
Other adjustments, net | (242) | (11,078) |
Changes in assets and liabilities, excluding effects of acquisitions: | ||
Accounts receivable | (2,234) | (8,317) |
Other assets | (1,792) | (1,968) |
Accounts payable and accrued expenses and other current liabilities | 20,617 | 19,402 |
Income taxes payable | (707) | 4,588 |
Deferred revenue | 20,911 | 17,487 |
Net cash provided by operating activities | 74,967 | 39,964 |
Cash flows from investing activities: | ||
Acquisitions, net of cash acquired | (2,252) | (3,809) |
Capital expenditures | (6,467) | (4,344) |
Other, net | 4,250 | (405) |
Net cash used in investing activities | (4,469) | (8,558) |
Cash flows from financing activities: | ||
Principal payment on long-term debt | (10,000) | 0 |
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | (4,453) | 0 |
Excess tax benefits from stock-based awards | 4,044 | 12,835 |
Transfers to IAC | 0 | (45,862) |
Purchase of noncontrolling interests | 0 | (308) |
Other, net | (12,180) | 0 |
Net cash used in financing activities | (22,589) | (33,335) |
Effect of exchange rate changes on cash and cash equivalents | (184) | (6,016) |
Net increase (decrease) in cash and cash equivalents | 47,725 | (7,945) |
Cash and cash equivalents at beginning of period | 88,173 | 127,630 |
Cash and cash equivalents at end of period | $ 135,898 | $ 119,685 |
THE COMPANY AND SUMMARY OF SIGN
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Match Group, Inc. is the world's leading provider of dating products. We operate a portfolio of over 45 brands, including Match, OkCupid, PlentyOfFish, Tinder, Meetic, Twoo, OurTime, BlackPeopleMeet and FriendScout24, each designed to increase our users' likelihood of finding a romantic connection. Through our portfolio of trusted brands, we provide tailored products to meet the varying preferences of our users. We currently offer our dating products in 38 languages across more than 190 countries. Match Group has two operating segments: Dating and Non-dating. Through the brands within our Dating business, we are a leading provider of membership-based and ad-supported dating products servicing North America, Western Europe and many other countries around the world. We provide these services through websites and applications that we own and operate. The Non-dating business consists of The Princeton Review, which provides a variety of educational test preparation, academic tutoring and college counseling services. On November 24, 2015, the Company completed its initial public offering ("IPO") of 38.3 million shares of its common stock at a price of $12.00 per share for proceeds, net of fees and expenses, of $428.3 million . At March 31, 2016, IAC/InterActiveCorp's ("IAC") ownership interest and voting interest in Match Group were 84.6% and 98.2% , respectively. All references to "Match Group," the "Company," "we," "our," or "us" in this report are to Match Group, Inc. Basis of Presentation and Consolidation The Company prepares its consolidated and combined financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). The Company's financial statements were prepared on a consolidated basis beginning October 1, 2015 and on a combined basis for periods prior thereto. The difference in presentation is due to the fact that the final steps of the legal reorganization of the entities included in Match Group at the time of the IPO were not completed until October 1, 2015. The preparation of financial statements on a combined basis for periods prior thereto allows for the financial statements to be presented on a consistent basis for all periods presented. The combined financial statements reflect the results of operations and cash flows of Match Group's businesses since their respective dates of acquisition by IAC. The consolidated financial statements include the accounts of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. The combined financial statements reflect the allocation to Match Group of certain IAC corporate expenses relating to Match Group based on the historical financial statements and accounting records of IAC through the date of the IPO. Management believes the assumptions underlying the historical combined financial statements, including the basis on which expenses have been allocated from IAC, are reasonable and that the consolidated and combined financial statements reflect all adjustments, consisting of normal and recurring adjustments necessary for the fair presentation of our financial position, results of operations and cash flows for the periods presented. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited consolidated and combined financial statements should be read in conjunction with the consolidated and combined statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015. For the purposes of these financial statements, income taxes have been computed for Match Group on an as if stand-alone, separate tax return basis. All intercompany transactions and balances between and among the Company, its subsidiaries and the entities comprising Match Group have been eliminated. Accounting Estimates Management of the Company is required to make certain estimates, judgments and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments and assumptions impact the reported amounts of assets, liabilities, revenue and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates and judgments including those related to: the recoverability of goodwill and indefinite-lived intangible assets; the useful lives and recoverability of definite-lived intangible assets and property and equipment; the fair value of long-term investments; the carrying value of accounts receivable, including the determination of the allowance for doubtful accounts; the fair value of acquisition-related contingent consideration; the liabilities for uncertain tax positions; the valuation allowance for deferred income tax assets; and the fair value of and forfeiture rates for stock-based awards, among others. The Company bases its estimates and judgments on historical experience, its forecasts and budgets and other factors that the Company considers relevant. Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2016-09, Improvements to Employee Share-Based Payments Accounting (Topic 718). The update is intended to simplify existing guidance on various aspects of the accounting and presentation of employee share-based payments in financial statements, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification on the statement of cash flows. The provisions of ASU 2016-09 are effective for reporting periods beginning after December 15, 2016; early adoption is permitted. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the statement of financial position. The provisions of ASU 2016-02 are effective for reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, and in August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . Together, this guidance requires that deferred debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the associated debt liability, while debt issuance costs related to line-of-credit arrangements may still continue to be classified as assets. The Company adopted the provisions of ASU 2015-03 and ASU 2015-15 in the first quarter of 2016 and applied the provisions retrospectively, resulting in $16.6 million of deferred debt issuance costs being reclassified from other non-current assets to long-term debt, net of current maturities, in the accompanying December 31, 2015 consolidated balance sheet. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which clarifies the principles for recognizing revenue and develops a common standard for all industries. In July 2015, the FASB decided to defer the effective date for annual reporting periods beginning after December 15, 2017. Early adoption is permitted beginning on the original effective date of December 15, 2016. Upon adoption, ASU 2014-09 may either be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements, and the method and timing of adoption. Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Match Group is a member of IAC's consolidated federal and state income tax returns. In all periods presented, current income tax provision and deferred income tax benefit have been computed for Match Group on an as if stand-alone, separate return basis. Match Group's payments to IAC for its share of IAC's consolidated federal and state tax return liabilities have been reflected within cash flows from operating activities in the accompanying consolidated and combined statement of cash flows. At the end of each interim period, the Company makes its best estimate of the annual expected effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss. The income tax provision or benefit related to significant, unusual, or extraordinary items, if applicable, that will be separately reported or reported net of their related tax effects are individually computed and recognized in the interim period in which they occur. In addition, the effect of changes in enacted tax laws or rates, tax status, judgment on the realizability of a beginning-of-the-year deferred tax asset in future years or the liabilities for uncertain tax positions is recognized in the interim period in which the change occurs. The computation of the annual expected effective income tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pre-tax income (or loss) for the year, projections of the proportion of income (and/or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences, and the likelihood of the realization of deferred tax assets generated in the current year. The accounting estimates used to compute the provision or benefit for income taxes may change as new events occur, more experience is acquired, additional information is obtained or our tax environment changes. To the extent that the expected annual effective income tax rate changes during a quarter, the effect of the change on prior quarters is included in income tax provision in the quarter in which the change occurs. For the three months ended March 31, 2016, the Company recorded an income tax provision of $5.1 million which represents an effective income tax rate of 42% . The effective tax rate for the three months ended March 31, 2016 is higher than the statutory rate of 35% due primarily to the non-deductible loss on contingent consideration fair value adjustments, partially offset by foreign income taxed at lower rates. For the three months ended March 31, 2015, the Company recorded an income tax provision of $8.3 million , which represents an effective income tax rate of 24% . The effective tax rate for the three months ended March 31, 2015 is lower than the statutory rate of 35% due principally to the non-taxable gain on contingent consideration fair value adjustments. The Company recognizes interest and, if applicable, penalties related to unrecognized tax benefits in the income tax provision. At both March 31, 2016 and December 31, 2015, the Company had accrued $1.3 million for the payment of interest and $1.8 million for penalties. Match Group is routinely under audit by federal, state, local and foreign authorities in the area of income tax as a result of previously filed separate company tax returns and consolidated tax returns with IAC. These audits include questioning the timing and the amount of income and deductions and the allocation of income and deductions among various tax jurisdictions. The Internal Revenue Service is currently auditing IAC's federal income tax returns for the years ended December 31, 2010 through 2012, which includes the operations of Match Group. Various other jurisdictions are open to examination for tax years beginning with 2009, with the exception of one jurisdiction, which is currently under audit beginning in 2005. Income taxes payable include reserves considered sufficient to pay assessments that may result from examination of prior year tax returns. Changes to reserves from period to period and differences between amounts paid, if any, upon the resolution of audits and amounts previously provided may be material. Differences between the reserves for income tax contingencies and the amounts owed by the Company are recorded in the period they become known. At March 31, 2016 and December 31, 2015, unrecognized tax benefits, including interest, were $25.9 million and $26.2 million , respectively. At both March 31, 2016 and December 31, 2015, approximately $16.4 million was included in unrecognized tax benefits for tax positions included in IAC's consolidated tax return filings. If unrecognized tax benefits at March 31, 2016 are subsequently recognized, $25.5 million , net of related deferred tax assets and interest, would reduce income tax expense. The comparable amount as of December 31, 2015 was $25.8 million . The Company believes that it is reasonably possible that its unrecognized tax benefits could decrease by approximately $1.6 million within twelve months of March 31, 2016 , primarily due to expirations of statutes of limitations. |
BUSINESS COMBINATION
BUSINESS COMBINATION | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATION | BUSINESS COMBINATION On October 28, 2015, the Company completed the purchase of all the outstanding shares of Plentyoffish Media Inc. ("PlentyOfFish"), a leading provider of subscription-based and ad-supported online personals servicing North America, Europe, Latin America and Australia. Services are provided through websites and mobile applications that PlentyOfFish owns and operates. The purchase price was $575 million in cash, subject to a working capital adjustment not yet finalized. The financial results of PlentyOfFish are included in Match Group's consolidated financial statements, within the Dating segment, beginning October 28, 2015. The unaudited pro forma financial information in the table below presents the combined results of Match Group and PlentyOfFish as if the acquisition of PlentyOfFish had occurred on January 1, 2015. The pro forma financial information includes adjustments required under the acquisition method of accounting and is presented for informational purposes only and is not necessarily indicative of what the results would have been had the acquisition actually occurred on the date specified above. For the three months ended March 31, 2015 , pro forma adjustments reflected below include a decrease to revenue of $6.6 million related to a write-off of deferred revenue at the date of acquisition and an increase of $3.8 million in amortization of intangible assets. Three Months Ended March 31, 2015 (In thousands, except per share data) Revenue $ 246,953 Net earnings attributable to Match Group, Inc. shareholders $ 26,991 Basic earnings per share attributable to Match Group, Inc. shareholders $ 0.13 Diluted earnings per share attributable to Match Group, Inc. shareholders $ 0.13 |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 3 Months Ended |
Mar. 31, 2016 | |
Long-term Investments [Abstract] | |
MARKETABLE SECURITIES | MARKETABLE SECURITIES Marketable securities at March 31, 2016 and December 31, 2015 consist of an equity security. At both March 31, 2016 and December 31, 2015 , the cost basis of this equity security was $8.7 million , with gross unrealized gains of $3.0 million which are included in "Accumulated other comprehensive loss" in the accompanying consolidated balance sheet. |
FAIR VALUE MEASUREMENTS AND FIN
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS The Company categorizes its financial instruments measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability. The three levels of the fair value hierarchy are: • Level 1: Observable inputs obtained from independent sources, such as quoted prices for identical assets and liabilities in active markets. • Level 2: Other inputs, which are observable directly or indirectly, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs that are derived principally from or corroborated by observable market data. • Level 3: Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available in the circumstances, about the assumptions market participants would use in pricing the assets or liabilities. See below for a discussion of fair value measurements made using Level 3 inputs. The following tables present the Company's financial instruments that are measured at fair value on a recurring basis: March 31, 2016 Quoted Market Significant Other Observable Inputs Significant Total (In thousands) Assets: Cash equivalents: Money market funds $ 4,041 $ — $ — $ 4,041 Marketable securities: Equity security 11,622 — — 11,622 Total $ 15,663 $ — $ — $ 15,663 Liabilities: Contingent consideration arrangements $ — $ — $ (32,167 ) $ (32,167 ) December 31, 2015 Quoted Market Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs Significant Unobservable Inputs (Level 3) Total Fair Value Measurements (In thousands) Assets: Cash equivalents: Money market funds $ 3,649 $ — $ — $ 3,649 Marketable securities: Equity security 11,622 — — 11,622 Total $ 15,271 $ — $ — $ 15,271 Liabilities: Contingent consideration arrangements $ — $ — $ (28,993 ) $ (28,993 ) The following table presents the changes in the Company's financial instruments that are measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Three Months Ended March 31, 2016 2015 Contingent Consideration Arrangements Contingent Consideration Arrangements (In thousands) Balance at January 1, $ (28,993 ) $ (20,615 ) Total net (losses) gains: Fair value adjustments (3,161 ) 11,011 Foreign currency exchange gains — 630 Included in other comprehensive (loss) income (1,906 ) 1,733 Fair value at date of acquisition 1,893 (363 ) Balance at March 31, $ (32,167 ) $ (7,604 ) Contingent consideration arrangements As of March 31, 2016 , there are five contingent consideration arrangements related to business acquisitions. The maximum contingent payments related to these arrangements is $90.3 million and the fair value at March 31, 2016 is $32.2 million . These amounts exclude the contingent consideration arrangement related to the acquisition, on January 4, 2013, of Massive Media NV, which operates Twoo.com. While the remaining maximum contingent payment cannot exceed €72.9 million ( $81.4 million and $79.9 million at March 31, 2016 and December 31, 2015, respectively), based on results for the year ended December 31, 2015 , the Company will not be required to make additional payments with respect to this contingent consideration arrangement. The contingent consideration arrangements are based upon earnings performance and/or operating metrics such as monthly active users. The Company determines the fair value of the contingent consideration arrangements by using probability-weighted analyses to determine the amounts of the gross liability, and, if the arrangement is long-term in nature, applying a discount rate, that appropriately captures the risks associated with the obligation to determine the net amount reflected in the financial statements. The number of scenarios in the probability-weighted analyses can vary; generally, more scenarios are prepared for longer duration and more complex arrangements. At March 31, 2016, the fair value of the contingent consideration arrangement that is long-term reflects a 12% discount rate. The fair values of the contingent consideration arrangements are sensitive to changes in the forecasts of earnings and/or the relevant operating metrics and changes in discount rates. The Company remeasures the fair value of the contingent consideration arrangements each reporting period, including the accretion of the discount, if applicable, and changes are recognized in “General and administrative expense” in the accompanying consolidated and combined statement of operations. The contingent consideration arrangements liability of $32.2 million and $29.0 million at March 31, 2016 and December 31, 2015, respectively, is long-term in nature and is included in “Other long-term liabilities” in the accompanying consolidated balance sheet. Assets measured at fair value on a nonrecurring basis The Company's non-financial assets, such as goodwill, intangible assets and property and equipment, as well as cost method investments, are adjusted to fair value only when an impairment charge is recognized. Such fair value measurements are based predominantly on Level 3 inputs. Cost method investments At March 31, 2016 and December 31, 2015, the carrying values of the Company's investments accounted for under the cost method totaled $54.9 million and $55.6 million , respectively, and are included in "Long-term investments" in the accompanying consolidated balance sheet. The Company evaluates each cost method investment for impairment on a quarterly basis and recognizes an impairment loss if a decline in value is determined to be other-than-temporary. If the Company has not identified events or changes in circumstances that may have a significant adverse effect on the fair value of a cost method investment, then the fair value of such cost method investment is not estimated, as it is impracticable to do so. Financial instruments measured at fair value only for disclosure purposes The following table presents the carrying value and the fair value of financial instruments measured at fair value only for disclosure purposes. March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Current maturities of long-term debt $ (40,000 ) $ (40,375 ) $ (40,000 ) $ (39,850 ) Long-term debt, net of current maturities (1,167,897 ) (1,210,554 ) (1,176,871 ) (1,204,548 ) The fair value of long-term debt including current maturities is estimated using market prices or indices for similar liabilities and taking into consideration other factors such as credit quality and maturity, which are Level 3 inputs. |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt consists of: March 31, 2016 December 31, 2015 (In thousands) Term Loan, final payment due November 16, 2022 $ 790,000 $ 800,000 6.75% Senior Notes due December 15, 2022 (the "Match Group Senior Notes"); interest payable each June 15 and December 15, which commences June 15, 2016 445,172 445,172 Total long-term debt $ 1,235,172 $ 1,245,172 Less: Current portion of long-term debt 40,000 40,000 Less: Net adjustment for remaining original issue discount on Term Loan and original issue premium related to the Match Exchange Offer 11,266 11,691 Less: Unamortized debt issuance costs 16,009 16,610 Total long-term debt, net of current maturities $ 1,167,897 $ 1,176,871 The Match Group Senior Notes were issued on November 16, 2015, in connection with a private exchange offer to eligible holders to exchange any and all of IAC's 4.75% Senior Notes due December 15, 2022 (the "2012 Senior Notes") for Match Group Senior Notes issued by Match Group ("Match Exchange Offer"). Following the Match Exchange Offer, the Match Group and its subsidiaries were designated as unrestricted subsidiaries of IAC for purposes of the indentures governing IAC's 4.875% Senior Notes due November 30, 2018, the 2012 Senior Notes and the IAC Credit Facility. Following this designation, neither Match Group nor any of its subsidiaries guarantee any debt of IAC, or are subject to any of the covenants related to such debt. The indenture governing the Match Group Senior Notes contains covenants that would limit the Company's ability to pay dividends or to make distributions and repurchase or redeem Match Group stock in the event a default has occurred or Match Group's leverage ratio (as defined in the indenture) exceeds 5.0 to 1.0. At December 31, 2015, there were no limitations pursuant thereto. There are additional covenants that limit the ability of the Company and its subsidiaries to, among other things, (i) incur indebtedness, make investments, or sell assets in the event the Company is not in compliance with the financial ratio set forth in the indenture, and (ii) incur liens, enter into agreements restricting the ability of the Company's subsidiaries to pay dividends, enter into transactions with affiliates and consolidate, merge or sell substantially all of their assets. The Company, under a credit agreement, (the "Match Group Credit Agreement"), entered into in 2015, has a $500 million revolving credit facility (the "Match Group Credit Facility") that expires on October 7, 2020. At March 31, 2016 and December 31, 2015, there were no outstanding borrowings under the Match Group Credit Facility. The annual commitment fee on undrawn funds is currently 35 basis points , and is based on the leverage ratio most recently reported. Borrowings under the Match Group Credit Facility bear interest, at the Company's option, at a base rate or LIBOR, in each case plus an applicable margin, which is determined by reference to a pricing grid based on the Company's consolidated net leverage ratio. The terms of the Match Group Credit Facility require the Company to maintain a leverage ratio of not more than 5.0 to 1.0 and a minimum interest coverage ratio of not less than 2.5 to 1.0. On November 16, 2015, the Company borrowed $800 million under the Match Group Credit Agreement in the form of a seven -year term loan (the "Term Loan"). Principal payments of $10 million under the Term Loan are due quarterly through maturity, at which point a final principal payment of $530 million will become due. Additionally, the Term Loan may require additional annual principal payments as part of an excess cash flow sweep provision, the amount of which is governed by the net secured leverage ratio. The Term Loan bears interest, at our option, at a base rate or LIBOR, plus 3.50% or 4.50% , respectively, with, in the case of LIBOR, a floor of 1.00% . Interest payments are due at least semi-annually through the term of the loan. The Term Loan and outstanding borrowings, if any, under the Match Group Credit Facility rank equally with each other, and have priority over the Match Group Senior Notes to the extent of the value of the assets securing the borrowings under the Match Group Credit Agreement. There are additional covenants under the Match Group Credit Facility and the Term Loan that limit the ability of the Company and its subsidiaries to, among other things, incur indebtedness, pay dividends or make distributions. While the Term Loan remains outstanding, these same covenants under the Match Group Credit Agreement are more restrictive than the covenants that are applicable to the Match Group Credit Facility. Obligations under the Match Group Credit Facility and Term Loan are unconditionally guaranteed by certain Match Group wholly-owned domestic subsidiaries, and are also secured by the stock of certain Match Group domestic and foreign subsidiaries. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following tables present the components of accumulated other comprehensive (loss) income: Three Months Ended March 31, 2016 Foreign Currency Translation Adjustment Unrealized Gain On Available-For-Sale Security Accumulated Other Comprehensive (Loss) Income (In thousands) Balance at January 1, $ (139,784 ) $ 2,964 $ (136,820 ) Other comprehensive income 7,490 — 7,490 Balance at March 31, $ (132,294 ) $ 2,964 $ (129,330 ) Three Months Ended March 31, 2015 Foreign Currency Translation Adjustment Unrealized (Loss) Gain On Available-For-Sale Security Accumulated Other Comprehensive Loss (In thousands) Balance at January 1, $ (76,800 ) $ (1,248 ) $ (78,048 ) Other comprehensive (loss) income (49,216 ) 515 (48,701 ) Balance at March 31, $ (126,016 ) $ (733 ) $ (126,749 ) There were no items reclassified out of accumulated other comprehensive loss into earnings during the three months ended March 31, 2016 and 2015. At March 31, 2016 and 2015, there was no tax benefit or provision on the accumulated other comprehensive loss. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders: Three Months Ended March 31, 2016 2015 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator Net earnings $ 7,219 $ 7,219 $ 25,880 $ 25,880 Net (earnings) loss attributable to noncontrolling interests (67 ) (67 ) 326 326 Net earnings attributable to Match Group, Inc. shareholders $ 7,152 $ 7,152 $ 26,206 $ 26,206 Denominator Basic weighted average common shares outstanding 248,444 248,444 161,130 161,130 Dilutive securities including subsidiary denominated equity, stock options and RSU awards (a) — 19,655 — 7,798 Dilutive weighted average common shares outstanding 248,444 268,099 161,130 168,928 Earnings per share attributable to Match Group, Inc. shareholders: Earnings per share $ 0.03 $ 0.03 $ 0.16 $ 0.16 ________________________________ (a) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of subsidiary denominated equity, stock options or vesting of restricted stock units ("RSUs"). For the three months ended March 31, 2016 and 2015, 21.8 million and less than 0.1 million potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company has two operating segments, Dating and Non-dating, which are also the Company's two reportable segments. The Company’s Chairman, who is the chief operating decision maker, allocates resources and assesses performance at the segment level. Our Dating segment provides dating products and the Company’s Non–dating segment provides a variety of education services including test preparation, academic tutoring and college counseling services. Three Months Ended March 31, 2016 2015 (In thousands) Revenue: Dating $ 260,401 $ 210,147 Non-dating 24,882 24,922 Total $ 285,283 $ 235,069 Three Months Ended March 31, 2016 2015 (In thousands) Operating Income (Loss): Dating $ 34,186 $ 36,065 Non-dating (4,998 ) (9,025 ) Total $ 29,188 $ 27,040 Three Months Ended March 31, 2016 2015 (In thousands) Adjusted EBITDA: Dating $ 67,274 $ 37,864 Non-dating (2,688 ) (4,614 ) Total $ 64,586 $ 33,250 Revenue by geography is based on where the customer is located. Geographic information about revenue and long-lived assets is presented below: Three Months Ended March 31, 2016 2015 (In thousands) Revenue United States $ 187,863 $ 162,339 All other countries 97,420 72,730 Total $ 285,283 $ 235,069 The United States is the only country whose revenue is greater than 10 percent of total revenue for the three months ended March 31, 2016 and 2015. March 31, 2016 December 31, 2015 (In thousands) Long-lived assets (excluding goodwill and intangible assets) United States $ 30,891 $ 28,169 All other countries 19,916 19,898 Total $ 50,807 $ 48,067 The only country, other than the United States, with greater than 10 percent of total long-lived assets (excluding goodwill and intangible assets), was France with $14.7 million and $14.5 million as of March 31, 2016 and December 31, 2015, respectively. The Company's primary financial measure is Adjusted EBITDA, which is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements. The Company believes this measure is useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. Moreover, our management uses this measure internally to evaluate the performance of our business as a whole and our individual business segments. The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, and we believe that by excluding these items, Adjusted EBITDA corresponds more closely to the cash operating income generated from our business, from which capital investments are made and debt is serviced. Adjusted EBITDA has certain limitations in that it does not take into account the impact to Match Group's statement of operations of certain expenses. The following tables reconcile Adjusted EBITDA to operating income (loss) for the Company's reportable segments and to net earnings attributable to Match Group, Inc. shareholders: Three Months Ended March 31, 2016 Adjusted EBITDA Stock-based compensation Depreciation Amortization Acquisition-related Contingent Consideration Fair Value Adjustments Operating (In thousands) Dating $ 67,274 $ (17,448 ) $ (5,751 ) $ (6,728 ) $ (3,161 ) $ 34,186 Non-dating (2,688 ) (50 ) (736 ) (1,524 ) — (4,998 ) Total $ 64,586 $ (17,498 ) $ (6,487 ) $ (8,252 ) $ (3,161 ) 29,188 Interest expense—third party (20,431 ) Other income, net 3,607 Earnings before income taxes 12,364 Income tax provision (5,145 ) Net earnings 7,219 Net earnings attributable to noncontrolling interests (67 ) Net earnings attributable to Match Group, Inc. shareholders $ 7,152 Three Months Ended March 31, 2015 Adjusted EBITDA Stock-based compensation Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Operating Income (Loss) (In thousands) Dating $ 37,864 $ (6,010 ) $ (4,589 ) $ (2,211 ) $ 11,011 $ 36,065 Non-dating (4,614 ) (289 ) (2,456 ) (1,666 ) — (9,025 ) Total $ 33,250 $ (6,299 ) $ (7,045 ) $ (3,877 ) $ 11,011 27,040 Interest expense—related party (2,179 ) Other income, net 9,307 Earnings before income taxes 34,168 Income tax provision (8,288 ) Net earnings 25,880 Net loss attributable to noncontrolling interests 326 Net earnings attributable to Match Group, Inc. shareholders $ 26,206 |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES In the ordinary course of business, the Company is a party to various lawsuits. The Company establishes reserves for specific legal matters when it determines that the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. Management has also identified certain other legal matters where we believe an unfavorable outcome is not probable and, therefore, no reserve is established. Although management currently believes that resolving claims against us, including claims where an unfavorable outcome is reasonably possible, will not have a material impact on the liquidity, results of operations, or financial condition of the Company, these matters are subject to inherent uncertainties and management's view of these matters may change in the future. The Company also evaluates other contingent matters, including income and non-income tax contingencies, to assess the likelihood of an unfavorable outcome and estimated extent of potential loss. It is possible that an unfavorable outcome of one or more of these lawsuits or other contingencies could have a material impact on the liquidity, results of operations, or financial condition of the Company. See Note 2 for additional information related to income tax contingencies. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS For periods prior to the IPO, the Company's consolidated and combined statement of operations includes allocations of general and administrative costs, including stock-based compensation expense, related to IAC's accounting, treasury, legal, tax, corporate support and internal audit functions. These allocations were based on Match Group's revenue as a percentage of IAC's total revenue. Allocated general and administrative costs, inclusive of stock-based compensation expense, was $1.7 million for the three months ended March 31, 2015 , and is included in "General and administrative expense" in the accompanying consolidated and combined statement of operations. It is not practicable to determine the actual expenses that would have been incurred for these services had the Company operated as a stand-alone entity. Management considers the allocation method to be reasonable. For the three months ended March 31, 2016, the Company was charged $2.6 million by IAC for services rendered pursuant to the services agreement described below. This amount was paid in full by the Company at March 31, 2016 . The Company has entered into certain arrangements with IAC in the ordinary course of business for: (i) the leasing of office space for certain of our businesses at properties owned by IAC, for which we paid IAC approximately $0.9 million and $0.3 million for the three months ended March 31, 2016 and 2015 , respectively; and (ii) the subleasing of space in a data center from an IAC subsidiary, for which we paid such IAC subsidiary approximately $0.3 million for both the three months ended March 31, 2016 and 2015 . The aforementioned payments related to the leasing of office space for the three months ended March 31, 2016 is included in the amount charged by IAC under the services agreement noted above. Relationship with IAC post IPO In connection with the IPO, the Company entered into certain agreements relating to our relationship with IAC after the IPO. These agreements include a master transaction agreement; an investor rights agreement; a tax sharing agreement; a services agreement; an employee matters agreement and a subordinated loan agreement. |
STREAMLINING OF TECHNOLOGY SYST
STREAMLINING OF TECHNOLOGY SYSTEMS AND CONSOLIDATION OF EUROPEAN OPERATIONS | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
STREAMLINING OF TECHNOLOGY SYSTEMS AND CONSOLIDATION OF EUROPEAN OPERATIONS | STREAMLINING OF TECHNOLOGY SYSTEMS AND CONSOLIDATION OF EUROPEAN OPERATIONS The Company is currently in the process of modernizing and streamlining its underlying Dating technology infrastructure that supports both its mobile and desktop platforms, as well as consolidating its European operations from seven principal locations down to three . The project is substantially complete and is expected to be fully completed by the end of 2016. For the three months ended March 31, 2016 and 2015 , the Company incurred $2.1 million and $3.3 million , respectively, in costs related to this project. A summary of the costs incurred, payments made and the related accruals is presented below. Three Months Ended March 31, 2016 Severance Professional Fees & Other Total (In thousands) Accrual as of January 1, $ 3,013 $ 564 $ 3,577 Charges incurred 201 1,888 2,089 Payments made (831 ) (1,706 ) (2,537 ) Accrual as of March 31, $ 2,383 $ 746 $ 3,129 The costs are allocated as follows in the accompanying consolidated and combined statement of operations: Three Months Ended March 31, 2016 2015 (In thousands) Cost of revenue $ 154 $ 668 Selling and marketing expense 96 390 General and administrative expense 721 1,644 Product development expense 1,118 601 Total $ 2,089 $ 3,303 |
THE COMPANY AND SUMMARY OF SI20
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The Company prepares its consolidated and combined financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). The Company's financial statements were prepared on a consolidated basis beginning October 1, 2015 and on a combined basis for periods prior thereto. The difference in presentation is due to the fact that the final steps of the legal reorganization of the entities included in Match Group at the time of the IPO were not completed until October 1, 2015. The preparation of financial statements on a combined basis for periods prior thereto allows for the financial statements to be presented on a consistent basis for all periods presented. The combined financial statements reflect the results of operations and cash flows of Match Group's businesses since their respective dates of acquisition by IAC. The consolidated financial statements include the accounts of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. The combined financial statements reflect the allocation to Match Group of certain IAC corporate expenses relating to Match Group based on the historical financial statements and accounting records of IAC through the date of the IPO. Management believes the assumptions underlying the historical combined financial statements, including the basis on which expenses have been allocated from IAC, are reasonable and that the consolidated and combined financial statements reflect all adjustments, consisting of normal and recurring adjustments necessary for the fair presentation of our financial position, results of operations and cash flows for the periods presented. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited consolidated and combined financial statements should be read in conjunction with the consolidated and combined statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015. For the purposes of these financial statements, income taxes have been computed for Match Group on an as if stand-alone, separate tax return basis. All intercompany transactions and balances between and among the Company, its subsidiaries and the entities comprising Match Group have been eliminated. |
Accounting Estimates | Accounting Estimates Management of the Company is required to make certain estimates, judgments and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments and assumptions impact the reported amounts of assets, liabilities, revenue and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates and judgments including those related to: the recoverability of goodwill and indefinite-lived intangible assets; the useful lives and recoverability of definite-lived intangible assets and property and equipment; the fair value of long-term investments; the carrying value of accounts receivable, including the determination of the allowance for doubtful accounts; the fair value of acquisition-related contingent consideration; the liabilities for uncertain tax positions; the valuation allowance for deferred income tax assets; and the fair value of and forfeiture rates for stock-based awards, among others. The Company bases its estimates and judgments on historical experience, its forecasts and budgets and other factors that the Company considers relevant. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2016-09, Improvements to Employee Share-Based Payments Accounting (Topic 718). The update is intended to simplify existing guidance on various aspects of the accounting and presentation of employee share-based payments in financial statements, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification on the statement of cash flows. The provisions of ASU 2016-09 are effective for reporting periods beginning after December 15, 2016; early adoption is permitted. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the statement of financial position. The provisions of ASU 2016-02 are effective for reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, and in August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . Together, this guidance requires that deferred debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the associated debt liability, while debt issuance costs related to line-of-credit arrangements may still continue to be classified as assets. The Company adopted the provisions of ASU 2015-03 and ASU 2015-15 in the first quarter of 2016 and applied the provisions retrospectively, resulting in $16.6 million of deferred debt issuance costs being reclassified from other non-current assets to long-term debt, net of current maturities, in the accompanying December 31, 2015 consolidated balance sheet. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which clarifies the principles for recognizing revenue and develops a common standard for all industries. In July 2015, the FASB decided to defer the effective date for annual reporting periods beginning after December 15, 2017. Early adoption is permitted beginning on the original effective date of December 15, 2016. Upon adoption, ASU 2014-09 may either be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements, and the method and timing of adoption. |
Reclassification | Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Unaudited Pro Forma Financial Information | For the three months ended March 31, 2015 , pro forma adjustments reflected below include a decrease to revenue of $6.6 million related to a write-off of deferred revenue at the date of acquisition and an increase of $3.8 million in amortization of intangible assets. Three Months Ended March 31, 2015 (In thousands, except per share data) Revenue $ 246,953 Net earnings attributable to Match Group, Inc. shareholders $ 26,991 Basic earnings per share attributable to Match Group, Inc. shareholders $ 0.13 Diluted earnings per share attributable to Match Group, Inc. shareholders $ 0.13 |
FAIR VALUE MEASUREMENTS AND F22
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables present the Company's financial instruments that are measured at fair value on a recurring basis: March 31, 2016 Quoted Market Significant Other Observable Inputs Significant Total (In thousands) Assets: Cash equivalents: Money market funds $ 4,041 $ — $ — $ 4,041 Marketable securities: Equity security 11,622 — — 11,622 Total $ 15,663 $ — $ — $ 15,663 Liabilities: Contingent consideration arrangements $ — $ — $ (32,167 ) $ (32,167 ) December 31, 2015 Quoted Market Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs Significant Unobservable Inputs (Level 3) Total Fair Value Measurements (In thousands) Assets: Cash equivalents: Money market funds $ 3,649 $ — $ — $ 3,649 Marketable securities: Equity security 11,622 — — 11,622 Total $ 15,271 $ — $ — $ 15,271 Liabilities: Contingent consideration arrangements $ — $ — $ (28,993 ) $ (28,993 ) |
Schedule of Changes in Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | The following table presents the changes in the Company's financial instruments that are measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Three Months Ended March 31, 2016 2015 Contingent Consideration Arrangements Contingent Consideration Arrangements (In thousands) Balance at January 1, $ (28,993 ) $ (20,615 ) Total net (losses) gains: Fair value adjustments (3,161 ) 11,011 Foreign currency exchange gains — 630 Included in other comprehensive (loss) income (1,906 ) 1,733 Fair value at date of acquisition 1,893 (363 ) Balance at March 31, $ (32,167 ) $ (7,604 ) |
Carrying Value and Fair Value of Financial Instruments | The following table presents the carrying value and the fair value of financial instruments measured at fair value only for disclosure purposes. March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Current maturities of long-term debt $ (40,000 ) $ (40,375 ) $ (40,000 ) $ (39,850 ) Long-term debt, net of current maturities (1,167,897 ) (1,210,554 ) (1,176,871 ) (1,204,548 ) |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of: March 31, 2016 December 31, 2015 (In thousands) Term Loan, final payment due November 16, 2022 $ 790,000 $ 800,000 6.75% Senior Notes due December 15, 2022 (the "Match Group Senior Notes"); interest payable each June 15 and December 15, which commences June 15, 2016 445,172 445,172 Total long-term debt $ 1,235,172 $ 1,245,172 Less: Current portion of long-term debt 40,000 40,000 Less: Net adjustment for remaining original issue discount on Term Loan and original issue premium related to the Match Exchange Offer 11,266 11,691 Less: Unamortized debt issuance costs 16,009 16,610 Total long-term debt, net of current maturities $ 1,167,897 $ 1,176,871 |
ACCUMULATED OTHER COMPREHENSI24
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following tables present the components of accumulated other comprehensive (loss) income: Three Months Ended March 31, 2016 Foreign Currency Translation Adjustment Unrealized Gain On Available-For-Sale Security Accumulated Other Comprehensive (Loss) Income (In thousands) Balance at January 1, $ (139,784 ) $ 2,964 $ (136,820 ) Other comprehensive income 7,490 — 7,490 Balance at March 31, $ (132,294 ) $ 2,964 $ (129,330 ) Three Months Ended March 31, 2015 Foreign Currency Translation Adjustment Unrealized (Loss) Gain On Available-For-Sale Security Accumulated Other Comprehensive Loss (In thousands) Balance at January 1, $ (76,800 ) $ (1,248 ) $ (78,048 ) Other comprehensive (loss) income (49,216 ) 515 (48,701 ) Balance at March 31, $ (126,016 ) $ (733 ) $ (126,749 ) |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders: Three Months Ended March 31, 2016 2015 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator Net earnings $ 7,219 $ 7,219 $ 25,880 $ 25,880 Net (earnings) loss attributable to noncontrolling interests (67 ) (67 ) 326 326 Net earnings attributable to Match Group, Inc. shareholders $ 7,152 $ 7,152 $ 26,206 $ 26,206 Denominator Basic weighted average common shares outstanding 248,444 248,444 161,130 161,130 Dilutive securities including subsidiary denominated equity, stock options and RSU awards (a) — 19,655 — 7,798 Dilutive weighted average common shares outstanding 248,444 268,099 161,130 168,928 Earnings per share attributable to Match Group, Inc. shareholders: Earnings per share $ 0.03 $ 0.03 $ 0.16 $ 0.16 ________________________________ (a) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of subsidiary denominated equity, stock options or vesting of restricted stock units ("RSUs"). For the three months ended March 31, 2016 and 2015, 21.8 million and less than 0.1 million potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The Company has two operating segments, Dating and Non-dating, which are also the Company's two reportable segments. The Company’s Chairman, who is the chief operating decision maker, allocates resources and assesses performance at the segment level. Our Dating segment provides dating products and the Company’s Non–dating segment provides a variety of education services including test preparation, academic tutoring and college counseling services. Three Months Ended March 31, 2016 2015 (In thousands) Revenue: Dating $ 260,401 $ 210,147 Non-dating 24,882 24,922 Total $ 285,283 $ 235,069 Three Months Ended March 31, 2016 2015 (In thousands) Operating Income (Loss): Dating $ 34,186 $ 36,065 Non-dating (4,998 ) (9,025 ) Total $ 29,188 $ 27,040 Three Months Ended March 31, 2016 2015 (In thousands) Adjusted EBITDA: Dating $ 67,274 $ 37,864 Non-dating (2,688 ) (4,614 ) Total $ 64,586 $ 33,250 |
Schedule of Revenue and Long-lived Assets | Revenue by geography is based on where the customer is located. Geographic information about revenue and long-lived assets is presented below: Three Months Ended March 31, 2016 2015 (In thousands) Revenue United States $ 187,863 $ 162,339 All other countries 97,420 72,730 Total $ 285,283 $ 235,069 The United States is the only country whose revenue is greater than 10 percent of total revenue for the three months ended March 31, 2016 and 2015. March 31, 2016 December 31, 2015 (In thousands) Long-lived assets (excluding goodwill and intangible assets) United States $ 30,891 $ 28,169 All other countries 19,916 19,898 Total $ 50,807 $ 48,067 |
Schedule of Reconciliation of Adjusted EBITDA to Operating Income (Loss) | The following tables reconcile Adjusted EBITDA to operating income (loss) for the Company's reportable segments and to net earnings attributable to Match Group, Inc. shareholders: Three Months Ended March 31, 2016 Adjusted EBITDA Stock-based compensation Depreciation Amortization Acquisition-related Contingent Consideration Fair Value Adjustments Operating (In thousands) Dating $ 67,274 $ (17,448 ) $ (5,751 ) $ (6,728 ) $ (3,161 ) $ 34,186 Non-dating (2,688 ) (50 ) (736 ) (1,524 ) — (4,998 ) Total $ 64,586 $ (17,498 ) $ (6,487 ) $ (8,252 ) $ (3,161 ) 29,188 Interest expense—third party (20,431 ) Other income, net 3,607 Earnings before income taxes 12,364 Income tax provision (5,145 ) Net earnings 7,219 Net earnings attributable to noncontrolling interests (67 ) Net earnings attributable to Match Group, Inc. shareholders $ 7,152 Three Months Ended March 31, 2015 Adjusted EBITDA Stock-based compensation Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Operating Income (Loss) (In thousands) Dating $ 37,864 $ (6,010 ) $ (4,589 ) $ (2,211 ) $ 11,011 $ 36,065 Non-dating (4,614 ) (289 ) (2,456 ) (1,666 ) — (9,025 ) Total $ 33,250 $ (6,299 ) $ (7,045 ) $ (3,877 ) $ 11,011 27,040 Interest expense—related party (2,179 ) Other income, net 9,307 Earnings before income taxes 34,168 Income tax provision (8,288 ) Net earnings 25,880 Net loss attributable to noncontrolling interests 326 Net earnings attributable to Match Group, Inc. shareholders $ 26,206 |
STREAMLINING OF TECHNOLOGY SY27
STREAMLINING OF TECHNOLOGY SYSTEMS AND CONSOLIDATION OF EUROPEAN OPERATIONS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | A summary of the costs incurred, payments made and the related accruals is presented below. Three Months Ended March 31, 2016 Severance Professional Fees & Other Total (In thousands) Accrual as of January 1, $ 3,013 $ 564 $ 3,577 Charges incurred 201 1,888 2,089 Payments made (831 ) (1,706 ) (2,537 ) Accrual as of March 31, $ 2,383 $ 746 $ 3,129 |
Schedule of Restructuring Reserve by Costs in the Statement of Operations | The costs are allocated as follows in the accompanying consolidated and combined statement of operations: Three Months Ended March 31, 2016 2015 (In thousands) Cost of revenue $ 154 $ 668 Selling and marketing expense 96 390 General and administrative expense 721 1,644 Product development expense 1,118 601 Total $ 2,089 $ 3,303 |
THE COMPANY AND SUMMARY OF SI28
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ / shares in Units, $ in Thousands, shares in Millions | Nov. 24, 2015USD ($)$ / sharesshares | Mar. 31, 2016USD ($)segmentlanguagecountrybrand | Dec. 31, 2015USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of dating brands (more than) | brand | 45 | ||
Number of languages where products are available | language | 38 | ||
Number of countries where products are available (more than) | country | 190 | ||
Number of operating segments | segment | 2 | ||
Class of Stock | |||
Increase (decrease) in debt issuance costs from reclassification | $ 16,009 | $ 16,610 | |
Other non-current assets | Accounting Standards Update 2015-03 | |||
Class of Stock | |||
Increase (decrease) in debt issuance costs from reclassification | (16,600) | ||
Long-term debt | Accounting Standards Update 2015-03 | |||
Class of Stock | |||
Increase (decrease) in debt issuance costs from reclassification | $ 16,600 | ||
IAC | Match Group, Inc. | |||
Class of Stock | |||
Percentage of ownership after IPO | 84.60% | ||
Percentage of voting rights held after IPO | 98.20% | ||
IPO | Common Stock | |||
Class of Stock | |||
Common Stock, issued shares | shares | 38.3 | ||
Offering price (in usd per share) | $ / shares | $ 12 | ||
Proceeds from initial public offering, net of fees and expenses | $ 428,300 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Income Tax Contingency | |||
Income tax provision | $ 5,145 | $ 8,288 | |
Effective income tax rate | 42.00% | 24.00% | |
Statutory rate | 35.00% | 35.00% | |
Interest on income taxes accrued | $ 1,300 | $ 1,300 | |
Income tax penalties accrued | 1,800 | 1,800 | |
Unrecognized tax benefits including interest accrued | 25,900 | 26,200 | |
Unrecognized tax benefits that would reduce income tax expense | 25,500 | 25,800 | |
Change in unrecognized tax benefits unrelated to Federal income taxes statute of limitations expiring within twelve months of current reporting period | 1,600 | ||
IAC | |||
Income Tax Contingency | |||
Unrecognized tax benefits including interest accrued | $ 16,400 | $ 16,400 |
BUSINESS COMBINATION (Details)
BUSINESS COMBINATION (Details) $ in Millions | Oct. 28, 2015USD ($) |
PlentyOfFish | |
Business Acquisition | |
Cash acquisition price | $ 575 |
BUSINESS COMBINATION - SCHEDULE
BUSINESS COMBINATION - SCHEDULE OF PRO FORMA FINANCIAL INFORMATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment | ||
Decrease to revenue related to write-off of deferred revenue | $ (285,283) | $ (235,069) |
Increase in amortization of intangible assets | $ 8,252 | 3,877 |
Revenue | 246,953 | |
Net earnings attributable to Match Group, Inc. shareholders | $ 26,991 | |
Basic earnings per share attributable to Match Group, Inc. shareholders (in usd per share) | $ 0.13 | |
Diluted earnings per share attributable to Match Group, Inc. shareholders (in usd per share) | $ 0.13 | |
Acquisition-related costs | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment | ||
Decrease to revenue related to write-off of deferred revenue | $ 6,600 | |
Increase in amortization of intangible assets | $ 3,800 |
MARKETABLE SECURITIES (Details)
MARKETABLE SECURITIES (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Long-term Investments [Abstract] | ||
Amortized cost of marketable securities | $ 8.7 | $ 8.7 |
Gross unrealized gains | $ 3 | $ 3 |
FAIR VALUE MEASUREMENTS AND F33
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - SCHEDULES OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Assets: | ||
Marketable securities | $ 11,622 | $ 11,622 |
Fair Value on a Recurring Basis | ||
Assets: | ||
Total | 15,663 | 15,271 |
Liabilities: | ||
Contingent consideration arrangements | (32,167) | (28,993) |
Fair Value on a Recurring Basis | Money market funds | ||
Assets: | ||
Cash equivalents | 4,041 | 3,649 |
Fair Value on a Recurring Basis | Equity security | ||
Assets: | ||
Marketable securities | 11,622 | 11,622 |
Fair Value on a Recurring Basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total | 15,663 | 15,271 |
Liabilities: | ||
Contingent consideration arrangements | 0 | 0 |
Fair Value on a Recurring Basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Assets: | ||
Cash equivalents | 4,041 | 3,649 |
Fair Value on a Recurring Basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Equity security | ||
Assets: | ||
Marketable securities | 11,622 | 11,622 |
Fair Value on a Recurring Basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total | 0 | 0 |
Liabilities: | ||
Contingent consideration arrangements | 0 | 0 |
Fair Value on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Money market funds | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair Value on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Equity security | ||
Assets: | ||
Marketable securities | 0 | 0 |
Fair Value on a Recurring Basis | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total | 0 | 0 |
Liabilities: | ||
Contingent consideration arrangements | (32,167) | (28,993) |
Fair Value on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Money market funds | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair Value on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Equity security | ||
Assets: | ||
Marketable securities | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS AND F34
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - SCHEDULE OF CHANGE IN LEVEL 3 ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS (Details) - Contingent Consideration Arrangements - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | ||
Balance at beginning of the period | $ (28,993) | $ (20,615) |
Fair value adjustments | (3,161) | 11,011 |
Foreign currency exchange gains | 0 | 630 |
Included in other comprehensive (loss) income | (1,906) | 1,733 |
Fair value at date of acquisition | 1,893 | (363) |
Balance at end of the period | $ (32,167) | $ (7,604) |
FAIR VALUE MEASUREMENTS AND F35
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Details) € in Millions, $ in Millions | 3 Months Ended | ||
Mar. 31, 2016USD ($)arrangement | Mar. 31, 2016EUR (€)arrangement | Dec. 31, 2015USD ($) | |
Contingent Consideration Arrangements | |||
Number of contingent consideration arrangements related to business acquisitions | arrangement | 5 | 5 | |
Assets measured at fair value on a nonrecurring basis | |||
Cost method investments | $ 54.9 | $ 55.6 | |
Twoo | |||
Contingent Consideration Arrangements | |||
Contingent consideration payments maximum for 2016 | 81.4 | € 72.9 | 79.9 |
Contingent Consideration Arrangements | |||
Contingent Consideration Arrangements | |||
Contingent consideration payments maximum for 2016 | 90.3 | ||
Fair value of contingent consideration | $ 32.2 | $ 29 | |
Discount rate | 12.00% |
FAIR VALUE MEASUREMENTS AND F36
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - CARRYING VALUE AND FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - Level 3 - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Carrying Value | Current maturities of long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt, fair value disclosure | $ (40,000) | $ (40,000) |
Carrying Value | Long-term debt, net of current maturities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt, fair value disclosure | (1,167,897) | (1,176,871) |
Fair Value | Current maturities of long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt, fair value disclosure | (40,375) | (39,850) |
Fair Value | Long-term debt, net of current maturities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt, fair value disclosure | $ (1,210,554) | $ (1,204,548) |
LONG-TERM DEBT - SCHEDULE OF LO
LONG-TERM DEBT - SCHEDULE OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Long-term Debt | ||
Total long-term debt | $ 1,235,172 | $ 1,245,172 |
Less: Current portion of long-term debt | 40,000 | 40,000 |
Less: Net adjustment for remaining original issue discount on Term Loan and original issue premium related to the Match Exchange Offer | 11,266 | 11,691 |
Less: Unamortized debt issuance costs | 16,009 | 16,610 |
Long-term debt, net of current maturities | 1,167,897 | 1,176,871 |
Term Loan, final payment due November 16, 2022 | ||
Long-term Debt | ||
Term loan | 790,000 | 800,000 |
6.75% Senior Notes, due December 15, 2022 | ||
Long-term Debt | ||
Match Group senior notes | $ 445,172 | $ 445,172 |
Stated interest rate (as a percent) | 6.75% | 6.75% |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) | Nov. 16, 2015USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Revolving Credit Facility | |||
Long-term Debt | |||
Maximum borrowing capacity | $ 500,000,000 | ||
Outstanding borrowings under the Match Group Credit Facility | $ 0 | $ 0 | |
Annual commitment fee (as a percent) | 0.35% | ||
Revolving Credit Facility | Minimum | |||
Long-term Debt | |||
Minimum interest coverage ratio | 2.5 | ||
Revolving Credit Facility | Maximum | |||
Long-term Debt | |||
Maximum leverage ratio | 5 | ||
Senior Notes | Maximum | |||
Long-term Debt | |||
Maximum leverage ratio | 5 | ||
Term Loan | Revolving Credit Facility | Term Loan | |||
Long-term Debt | |||
Aggregate principal of debt instrument | $ 800,000,000 | ||
Debt maturity term (in years) | 7 years | ||
Quarterly principal payments | $ 10,000,000 | ||
Final principal payment | $ 530,000,000 | ||
Term Loan | Revolving Credit Facility | Term Loan | Base Rate | Minimum | |||
Long-term Debt | |||
Basis spread on variable rate (as a percent) | 3.50% | ||
Term Loan | Revolving Credit Facility | Term Loan | Base Rate | Maximum | |||
Long-term Debt | |||
Basis spread on variable rate (as a percent) | 4.50% | ||
Term Loan | Revolving Credit Facility | Term Loan | LIBOR | |||
Long-term Debt | |||
Variable rate floor (as a percent) | 1.00% | ||
IAC | Senior Notes | 4.75% Senior Notes, due December 15, 2022 | |||
Long-term Debt | |||
Stated interest rate (as a percent) | 4.75% | 4.75% | 4.75% |
IAC | Senior Notes | 4.875% Senior Notes, due November 30, 2018 | |||
Long-term Debt | |||
Stated interest rate (as a percent) | 4.875% |
ACCUMULATED OTHER COMPREHENSI39
ACCUMULATED OTHER COMPREHENSIVE LOSS - SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Accumulated Other Comprehensive Loss | ||
Other comprehensive (loss) income | $ 7,487,000 | $ (48,988,000) |
Foreign Currency Translation Adjustment | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (139,784,000) | (76,800,000) |
Other comprehensive (loss) income | 7,490,000 | (49,216,000) |
Balance at the end of the period | (132,294,000) | (126,016,000) |
Unrealized Gain On Available-For-Sale Security | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | 2,964,000 | (1,248,000) |
Other comprehensive (loss) income | 0 | 515,000 |
Balance at the end of the period | 2,964,000 | (733,000) |
Accumulated Other Comprehensive (Loss) Income | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (136,820,000) | (78,048,000) |
Other comprehensive (loss) income | 7,490,000 | (48,701,000) |
Balance at the end of the period | (129,330,000) | (126,749,000) |
Amounts reclassified to earnings | 0 | 0 |
Tax benefit or provision in AOCI | $ 0 | $ 0 |
EARNINGS PER SHARE - COMPUTATIO
EARNINGS PER SHARE - COMPUTATION OF BASIC AND DILUTED EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator: Basic | ||
Net earnings | $ 7,219 | $ 25,880 |
Net (earnings) loss attributable to noncontrolling interests | (67) | 326 |
Net earnings attributable to Match Group, Inc. shareholders | 7,152 | 26,206 |
Numerator: Diluted | ||
Net earnings | 7,219 | 25,880 |
Net (earnings) loss attributable to noncontrolling interests | (67) | 326 |
Net earnings attributable to Match Group, Inc. shareholders | $ 7,152 | $ 26,206 |
Denominator: Basic | ||
Weighted average shares outstanding - basic (in shares) | 248,444 | 161,130 |
Denominator: Diluted | ||
Weighted average shares outstanding - basic (in shares) | 248,444 | 161,130 |
Dilutive securities including stock options, warrants and RSUs (in shares) | 19,655 | 7,798 |
Denominator for earnings per share-weighted average shares (in shares) | 268,099 | 168,928 |
Earnings per share attributable to Match Group, Inc. shareholders: | ||
Basic (in usd per share) | $ 0.03 | $ 0.16 |
Diluted (in usd per share) | $ 0.03 | $ 0.16 |
Potentially dilutive securities excluded from the calculation of diluted earnings per share (less than in 2015) (in shares) | 21,800 | 100 |
SEGMENT INFORMATION - SCHEDULE
SEGMENT INFORMATION - SCHEDULE OF SEGMENT REPORTING INFORMATION (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)segment | Mar. 31, 2015USD ($) | |
Segment Reporting [Abstract] | ||
Number of operating segments | segment | 2 | |
Number of reportable segments | segment | 2 | |
Segment Reporting Information | ||
Revenue | $ 285,283 | $ 235,069 |
Operating income | 29,188 | 27,040 |
Adjusted EBITDA | 64,586 | 33,250 |
Operating Segments | Dating | ||
Segment Reporting Information | ||
Revenue | 260,401 | 210,147 |
Operating income | 34,186 | 36,065 |
Adjusted EBITDA | 67,274 | 37,864 |
Operating Segments | Non-dating | ||
Segment Reporting Information | ||
Revenue | 24,882 | 24,922 |
Operating income | (4,998) | (9,025) |
Adjusted EBITDA | $ (2,688) | $ (4,614) |
SEGMENT INFORMATION - SCHEDUL42
SEGMENT INFORMATION - SCHEDULE OF REVENUE AND LONG-LIVED ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Revenue and Long-lived Assets by Geography | |||
Revenue | $ 285,283 | $ 235,069 | |
Long-lived assets (excluding goodwill and intangible assets) | 50,807 | $ 48,067 | |
United States | |||
Revenue and Long-lived Assets by Geography | |||
Revenue | 187,863 | 162,339 | |
Long-lived assets (excluding goodwill and intangible assets) | 30,891 | 28,169 | |
All Other Countries | |||
Revenue and Long-lived Assets by Geography | |||
Revenue | 97,420 | $ 72,730 | |
Long-lived assets (excluding goodwill and intangible assets) | 19,916 | 19,898 | |
France | Geographic Concentration Risk | Long-lived Assets (excluding goodwill and intangible assets) | |||
Revenue and Long-lived Assets by Geography | |||
Long-lived assets (excluding goodwill and intangible assets) | $ 14,700 | $ 14,500 |
SEGMENT INFORMATION - SCHEDUL43
SEGMENT INFORMATION - SCHEDULE OF RECONCILIATION OF ADJUSTED EBITDA TO OPERATING INCOME (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting, Other Significant Reconciling Item | ||
Adjusted EBITDA | $ 64,586 | $ 33,250 |
Stock-based compensation | (17,498) | (6,299) |
Depreciation | (6,487) | (7,045) |
Amortization of Intangibles | (8,252) | (3,877) |
Acquisition-related Contingent Consideration Fair Value Adjustments | (3,161) | 11,011 |
Operating income (loss) | 29,188 | 27,040 |
Interest expense—third party | (20,431) | 0 |
Interest expense—related party | 0 | (2,179) |
Other income, net | 3,607 | 9,307 |
Earnings before income taxes | 12,364 | 34,168 |
Income tax provision | (5,145) | (8,288) |
Net earnings | 7,219 | 25,880 |
Net (earnings) loss attributable to noncontrolling interests | (67) | 326 |
Net earnings attributable to Match Group, Inc. shareholders | 7,152 | 26,206 |
Operating Segments | Dating | ||
Segment Reporting, Other Significant Reconciling Item | ||
Adjusted EBITDA | 67,274 | 37,864 |
Stock-based compensation | (17,448) | (6,010) |
Depreciation | (5,751) | (4,589) |
Amortization of Intangibles | (6,728) | (2,211) |
Acquisition-related Contingent Consideration Fair Value Adjustments | (3,161) | 11,011 |
Operating income (loss) | 34,186 | 36,065 |
Operating Segments | Non-dating | ||
Segment Reporting, Other Significant Reconciling Item | ||
Adjusted EBITDA | (2,688) | (4,614) |
Stock-based compensation | (50) | (289) |
Depreciation | (736) | (2,456) |
Amortization of Intangibles | (1,524) | (1,666) |
Acquisition-related Contingent Consideration Fair Value Adjustments | 0 | 0 |
Operating income (loss) | $ (4,998) | $ (9,025) |
CONTINGENCIES (Details)
CONTINGENCIES (Details) | 3 Months Ended |
Mar. 31, 2016lawsuit | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum number of lawsuits that could have material impact on the liquidity, results of operations, or financial condition | 1 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - IAC - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
IAC | ||
Related Party Transaction | ||
Allocated general and administrative costs | $ 1.7 | |
IAC | Service Agreement | ||
Related Party Transaction | ||
Amount of related party transaction | $ 2.6 | |
IAC | Leased Office Space | ||
Related Party Transaction | ||
Amount of related party transaction | 0.9 | 0.3 |
IAC Subsidiary | Leased Data Center Space | ||
Related Party Transaction | ||
Amount of related party transaction | $ 0.3 | $ 0.3 |
STREAMLINING OF TECHNOLOGY SY46
STREAMLINING OF TECHNOLOGY SYSTEMS AND CONSOLIDATION OF EUROPEAN OPERATIONS - SCHEDULE OF RESTRUCTURING RESERVE BY TYPE OF COST (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring Reserve | ||
Charges incurred | $ 2,089 | $ 3,303 |
Operating Segments | Dating | ||
Restructuring Reserve | ||
Balance at beginning of the period | 3,577 | |
Charges incurred | 2,089 | |
Payments made | (2,537) | |
Balance at end of the period | 3,129 | |
Operating Segments | Dating | Severance | ||
Restructuring Reserve | ||
Balance at beginning of the period | 3,013 | |
Charges incurred | 201 | |
Payments made | (831) | |
Balance at end of the period | 2,383 | |
Operating Segments | Dating | Professional Fees & Other | ||
Restructuring Reserve | ||
Balance at beginning of the period | 564 | |
Charges incurred | 1,888 | |
Payments made | (1,706) | |
Balance at end of the period | $ 746 |
STREAMLINING OF TECHNOLOGY SY47
STREAMLINING OF TECHNOLOGY SYSTEMS AND CONSOLIDATION OF EUROPEAN OPERATIONS - SCHEDULE OF RESTRUCTURING RESERVE BY COSTS IN THE STATEMENT OF OPERATIONS (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)entity | Mar. 31, 2015USD ($) | |
Restructuring Cost and Reserve | ||
Charges incurred | $ 2,089 | $ 3,303 |
Cost of revenue | ||
Restructuring Cost and Reserve | ||
Charges incurred | 154 | 668 |
Selling and marketing expense | ||
Restructuring Cost and Reserve | ||
Charges incurred | 96 | 390 |
General and administrative expense | ||
Restructuring Cost and Reserve | ||
Charges incurred | 721 | 1,644 |
Product development expense | ||
Restructuring Cost and Reserve | ||
Charges incurred | $ 1,118 | $ 601 |
Europe | ||
Restructuring Cost and Reserve | ||
Current number of principal operations locations | entity | 7 | |
Proposed number of principal operations locations | entity | 3 |