Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 29, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38220 | |
Entity Registrant Name | Angi Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-1204801 | |
Entity Address, Address Line One | 3601 Walnut Street | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80205 | |
City Area Code | 303 | |
Local Phone Number | 963-7200 | |
Title of 12(b) Security | Class A Common Stock, par value $0.001 | |
Trading Symbol | ANGI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001705110 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 80,373,715 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 422,019,247 | |
Class C Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
CONSOLIDATED BALANCE SHEET
CONSOLIDATED BALANCE SHEET - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 476,625 | $ 812,705 |
Marketable debt securities | 0 | 49,995 |
Accounts receivable, net of reserves of $40,276 and $27,839, respectively | 98,538 | 43,148 |
Other current assets | 75,818 | 71,958 |
Total current assets | 650,981 | 977,806 |
Capitalized software, leasehold improvements and equipment, net | 116,825 | 108,842 |
Goodwill | 917,081 | 891,797 |
Intangible assets, net | 198,024 | 209,717 |
Other non-current assets, net | 192,127 | 180,020 |
TOTAL ASSETS | 2,075,038 | 2,368,182 |
LIABILITIES: | ||
Accounts payable | 39,491 | 30,805 |
Deferred revenue | 60,025 | 54,654 |
Accrued expenses and other current liabilities | 203,752 | 148,219 |
Total current liabilities | 303,268 | 233,678 |
Long-term debt, net | 494,373 | 712,277 |
Deferred income taxes | 1,633 | 1,296 |
Other long-term liabilities | 102,434 | 111,710 |
Redeemable noncontrolling interests | 4,524 | 26,364 |
Commitments and contingencies | ||
SHAREHOLDERS’ EQUITY: | ||
Additional paid-in capital | 1,345,549 | 1,379,469 |
(Accumulated deficit) retained earnings | (35,608) | 9,749 |
Accumulated other comprehensive income | 4,933 | 4,637 |
Treasury stock, 19,107 and 15,905 shares, respectively | (157,484) | (122,081) |
Total Angi Inc. shareholders’ equity | 1,157,911 | 1,272,290 |
Noncontrolling interests | 10,895 | 10,567 |
Total shareholders’ equity | 1,168,806 | 1,282,857 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 2,075,038 | 2,368,182 |
Class A Common Stock | ||
SHAREHOLDERS’ EQUITY: | ||
Common stock, value | 99 | 94 |
Class B Common Stock | ||
SHAREHOLDERS’ EQUITY: | ||
Common stock, value | 422 | 422 |
Class C Common Stock | ||
SHAREHOLDERS’ EQUITY: | ||
Common stock, value | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEET (Par
CONSOLIDATED BALANCE SHEET (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Allowance and reserves | $ 40,276 | $ 27,839 |
Treasury stock (shares) | 19,107,000 | 15,905,000 |
Class A Common Stock | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock authorized (shares) | 2,000,000,000 | 2,000,000,000 |
Common stock issued (shares) | 99,252,000 | 94,238,000 |
Common stock outstanding (shares) | 80,146,000 | 78,333,000 |
Class B Common Stock | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock authorized (shares) | 1,500,000,000 | 1,500,000,000 |
Common stock issued (shares) | 422,019,000 | 421,862,000 |
Common stock outstanding (shares) | 422,019,000 | 421,862,000 |
Class C Common Stock | ||
Common stock, par value (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 STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | $ 461,565 | $ 389,913 | $ 1,269,582 | $ 1,108,624 |
Operating costs and expenses: | ||||
Cost of revenue (exclusive of depreciation shown separately below) | 99,467 | 48,253 | 222,999 | 122,524 |
Selling and marketing expense | 237,755 | 210,171 | 682,626 | 590,114 |
General and administrative expense | 103,086 | 90,122 | 298,734 | 270,129 |
Product development expense | 17,675 | 17,577 | 54,474 | 50,068 |
Depreciation | 14,701 | 13,921 | 45,728 | 38,614 |
Amortization of intangibles | 3,854 | 12,888 | 12,616 | 38,846 |
Total operating costs and expenses | 476,538 | 392,932 | 1,317,177 | 1,110,295 |
Operating loss | (14,973) | (3,019) | (47,595) | (1,671) |
Interest expense | (6,032) | (3,699) | (18,463) | (7,593) |
Other (expense) income, net | (479) | 223 | (1,882) | 856 |
Loss before income taxes | (21,484) | (6,495) | (67,940) | (8,408) |
Income tax benefit | 4,791 | 11,698 | 23,209 | 17,638 |
Net (loss) earnings | (16,693) | 5,203 | (44,731) | 9,230 |
Net earnings attributable to noncontrolling interests | (302) | (731) | (626) | (1,049) |
Net (loss) earnings attributable to Angi Inc. shareholders | $ (16,995) | $ 4,472 | $ (45,357) | $ 8,181 |
Per share information attributable to Angi Inc. shareholders: | ||||
Basic (loss) earnings per share (USD per share) | $ (0.03) | $ 0.01 | $ (0.09) | $ 0.02 |
Diluted (loss) earnings per share (USD per share) | $ (0.03) | $ 0.01 | $ (0.09) | $ 0.02 |
Stock-based compensation expense by function: | ||||
Stock-Based Compensation Expense | $ 8,813 | $ 14,697 | $ 20,390 | $ 55,031 |
Selling and marketing expense | ||||
Stock-based compensation expense by function: | ||||
Stock-Based Compensation Expense | 1,256 | 2,346 | 3,138 | 4,069 |
General and administrative expense | ||||
Stock-based compensation expense by function: | ||||
Stock-Based Compensation Expense | 5,836 | 10,866 | 13,330 | 46,977 |
Product development expense | ||||
Stock-based compensation expense by function: | ||||
Stock-Based Compensation Expense | $ 1,721 | $ 1,485 | $ 3,922 | $ 3,985 |
CONSOLIDATED STATEMENT OF COMPR
CONSOLIDATED STATEMENT OF COMPREHENSIVE OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) earnings | $ (16,693) | $ 5,203 | $ (44,731) | $ 9,230 |
Other comprehensive (loss) income: | ||||
Change in foreign currency translation adjustment | (1,353) | 3,053 | 722 | 971 |
Comprehensive (loss) income | (18,046) | 8,256 | (44,009) | 10,201 |
Components of comprehensive loss (income) attributable to noncontrolling interests: | ||||
Net earnings attributable to noncontrolling interests | (302) | (731) | (626) | (1,049) |
Change in foreign currency translation adjustment attributable to noncontrolling interests | 313 | (1,298) | (426) | (577) |
Comprehensive loss (income) attributable to noncontrolling interests | 11 | (2,029) | (1,052) | (1,626) |
Comprehensive (loss) income attributable to Angi Inc. shareholders | $ (18,035) | $ 6,227 | $ (45,061) | $ 8,575 |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Total Angi Inc. Shareholders' Equity | Redeemable Noncontrolling Interests | Common StockClass A Common Stock | Common StockClass B Common Stock | Additional Paid-in Capital | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Noncontrolling Interests |
Balance at beginning of period at Dec. 31, 2019 | $ 26,663 | |||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | ||||||||||
Net (loss) earnings | 383 | |||||||||
Other comprehensive loss | 233 | |||||||||
Stock-based compensation expense | 15 | |||||||||
Purchase of redeemable noncontrolling interests | (3,165) | |||||||||
Adjustment of redeemable noncontrolling interests to fair value | 1,645 | |||||||||
Balance at end of period at Sep. 30, 2020 | 25,774 | |||||||||
Balance at beginning of period at Dec. 31, 2019 | $ 1,323,552 | $ 1,314,288 | $ 87 | $ 422 | $ 1,357,075 | $ 16,032 | $ (1,379) | $ (57,949) | $ 9,264 | |
Balance at beginning of period (shares) at Dec. 31, 2019 | 87,007,000 | 421,570,000 | ||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net (loss) earnings | 8,847 | 8,181 | 8,181 | 666 | ||||||
Other comprehensive loss | 738 | 394 | 394 | 344 | ||||||
Stock-based compensation expense | 54,664 | 54,664 | 54,664 | |||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes | (48,609) | (48,609) | $ 6 | (48,615) | ||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes (shares) | 5,653,000 | |||||||||
Issuance of common stock to IAC pursuant to the employee matters agreement | (1,423) | (1,423) | (1,423) | |||||||
Issuance of common stock to IAC pursuant to the employee matters agreement (shares) | 289,000 | |||||||||
Purchase of treasury stock | (54,859) | (54,859) | (54,859) | |||||||
Purchase of noncontrolling interests | (1,115) | (1,115) | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | (1,645) | (1,645) | (1,645) | |||||||
Adjustment pursuant to the tax sharing agreement | 3,613 | 3,613 | 3,613 | |||||||
Other | (2) | (692) | (692) | 690 | ||||||
Balance at end of period at Sep. 30, 2020 | 1,283,761 | 1,273,912 | $ 93 | $ 422 | 1,362,977 | 24,213 | (985) | (112,808) | 9,849 | |
Balance at end of period (shares) at Sep. 30, 2020 | 92,660,000 | 421,859,000 | ||||||||
Balance at beginning of period at Jun. 30, 2020 | 25,093 | |||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | ||||||||||
Net (loss) earnings | 438 | |||||||||
Other comprehensive loss | 920 | |||||||||
Adjustment of redeemable noncontrolling interests to fair value | (677) | |||||||||
Balance at end of period at Sep. 30, 2020 | 25,774 | |||||||||
Balance at beginning of period at Jun. 30, 2020 | 1,301,926 | 1,292,322 | $ 89 | $ 422 | 1,387,618 | 19,741 | (2,740) | (112,808) | 9,604 | |
Balance at beginning of period (shares) at Jun. 30, 2020 | 89,076,000 | 421,757,000 | ||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net (loss) earnings | 4,765 | 4,472 | 4,472 | 293 | ||||||
Other comprehensive loss | 2,133 | 1,755 | 1,755 | 378 | ||||||
Stock-based compensation expense | 13,846 | 13,846 | 13,846 | |||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes | (37,838) | (37,838) | $ 4 | (37,842) | ||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes (shares) | 3,584,000 | |||||||||
Issuance of common stock to IAC pursuant to the employee matters agreement | (632) | (632) | (632) | |||||||
Issuance of common stock to IAC pursuant to the employee matters agreement (shares) | 102,000 | |||||||||
Purchase of noncontrolling interests | (1,115) | (1,115) | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | 677 | 677 | 677 | |||||||
Other | (1) | (690) | (690) | 689 | ||||||
Balance at end of period at Sep. 30, 2020 | 1,283,761 | 1,273,912 | $ 93 | $ 422 | 1,362,977 | 24,213 | (985) | (112,808) | 9,849 | |
Balance at end of period (shares) at Sep. 30, 2020 | 92,660,000 | 421,859,000 | ||||||||
Balance at beginning of period at Dec. 31, 2020 | 26,364 | 26,364 | ||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | ||||||||||
Net (loss) earnings | 49 | |||||||||
Other comprehensive loss | 515 | |||||||||
Purchase of redeemable noncontrolling interests | (22,938) | |||||||||
Adjustment of redeemable noncontrolling interests to fair value | 534 | |||||||||
Balance at end of period at Sep. 30, 2021 | 4,524 | 4,524 | ||||||||
Balance at beginning of period at Dec. 31, 2020 | 1,282,857 | 1,272,290 | $ 94 | $ 422 | 1,379,469 | 9,749 | 4,637 | (122,081) | 10,567 | |
Balance at beginning of period (shares) at Dec. 31, 2020 | 94,238,000 | 421,862,000 | ||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net (loss) earnings | (44,780) | (45,357) | (45,357) | 577 | ||||||
Other comprehensive loss | 207 | 296 | 296 | (89) | ||||||
Stock-based compensation expense | 22,836 | 22,836 | 22,836 | |||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes | (55,807) | (55,807) | $ 2 | (55,809) | ||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes (shares) | 2,427,000 | |||||||||
Issuance of common stock to IAC pursuant to the employee matters agreement | 0 | $ 3 | (3) | |||||||
Issuance of common stock to IAC pursuant to the employee matters agreement (shares) | 2,588,000 | 157,000 | ||||||||
Purchase of treasury stock | (35,403) | (35,403) | (35,403) | |||||||
Purchase of noncontrolling interests | (160) | (160) | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | (534) | (534) | (534) | |||||||
Other | (410) | (410) | (410) | |||||||
Balance at end of period at Sep. 30, 2021 | 1,168,806 | 1,157,911 | $ 99 | $ 422 | 1,345,549 | (35,608) | 4,933 | (157,484) | 10,895 | |
Balance at end of period (shares) at Sep. 30, 2021 | 99,253,000 | 422,019,000 | ||||||||
Balance at beginning of period at Jun. 30, 2021 | 4,536 | |||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | ||||||||||
Net (loss) earnings | 61 | |||||||||
Other comprehensive loss | (73) | |||||||||
Balance at end of period at Sep. 30, 2021 | 4,524 | $ 4,524 | ||||||||
Balance at beginning of period at Jun. 30, 2021 | 1,209,425 | 1,198,371 | $ 99 | $ 422 | 1,338,208 | (18,613) | 5,973 | (127,718) | 11,054 | |
Balance at beginning of period (shares) at Jun. 30, 2021 | 99,111,000 | 421,977,000 | ||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net (loss) earnings | (16,754) | (16,995) | (16,995) | 241 | ||||||
Other comprehensive loss | (1,280) | (1,040) | (1,040) | (240) | ||||||
Stock-based compensation expense | 8,817 | 8,817 | 8,817 | |||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes | (1,066) | (1,066) | (1,066) | |||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes (shares) | 139,000 | |||||||||
Issuance of common stock to IAC pursuant to the employee matters agreement | 0 | |||||||||
Issuance of common stock to IAC pursuant to the employee matters agreement (shares) | 3,000 | 42,000 | ||||||||
Purchase of treasury stock | (29,766) | (29,766) | (29,766) | |||||||
Purchase of noncontrolling interests | (160) | (160) | ||||||||
Other | (410) | (410) | (410) | |||||||
Balance at end of period at Sep. 30, 2021 | $ 1,168,806 | $ 1,157,911 | $ 99 | $ 422 | $ 1,345,549 | $ (35,608) | $ 4,933 | $ (157,484) | $ 10,895 | |
Balance at end of period (shares) at Sep. 30, 2021 | 99,253,000 | 422,019,000 |
CONSOLIDATED STATEMENT OF SHA_2
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 |
Class A Common Stock | |||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 | |
Class A Common Stock | Common Stock | |||
Common stock, par value (USD per share) | 0.001 | $ 0.001 | |
Class B Common Stock | |||
Common stock, par value (USD per share) | 0.001 | 0.001 | |
Class B Common Stock | Common Stock | |||
Common stock, par value (USD per share) | 0.001 | 0.001 | |
Class C Common Stock | |||
Common stock, par value (USD per share) | 0.001 | $ 0.001 | |
Class C Common Stock | Common Stock | |||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net (loss) earnings | $ (44,731) | $ 9,230 |
Adjustments to reconcile net (loss) earnings to net cash provided by operating activities: | ||
Provision for credit losses | 66,081 | 60,090 |
Stock-based compensation expense | 20,390 | 55,031 |
Depreciation | 45,728 | 38,614 |
Amortization of intangibles | 12,616 | 38,846 |
Deferred income taxes | (25,435) | (18,081) |
Impairment of long-lived and right-of-use assets | 12,280 | 188 |
Non-cash lease expense | 9,587 | 10,166 |
Revenue reserves | 6,392 | 6,998 |
Other adjustments, net | 4,226 | 1,508 |
Changes in assets and liabilities, net of effects of acquisitions and dispositions: | ||
Accounts receivable | (106,234) | (70,705) |
Other assets | (3,342) | (4,966) |
Accounts payable and other liabilities | 23,271 | 46,941 |
Income taxes payable and receivable | 499 | (570) |
Deferred revenue | 4,560 | (105) |
Net cash provided by operating activities | 25,888 | 173,185 |
Cash flows from investing activities: | ||
Acquisition, net of cash acquired | (25,357) | |
Capital expenditures | (52,056) | (37,637) |
Purchases of marketable debt securities | 0 | (49,987) |
Proceeds from maturities of marketable debt securities | 50,000 | 0 |
Net proceeds from the sale of a business | 750 | 730 |
Net cash used in investing activities | (26,663) | (86,894) |
Cash flows from financing activities: | ||
Proceeds from the issuance of Senior Notes | 0 | 500,000 |
Principal payments on Term Loan | (220,000) | (10,313) |
Debt issuance costs | 0 | (5,635) |
Purchase of treasury stock | (35,403) | (54,400) |
Withholding taxes paid on behalf of employees on net settled stock-based awards | (56,135) | (49,993) |
Distribution from IAC pursuant to the tax sharing agreement | 0 | 3,071 |
Purchase of noncontrolling interests | (23,508) | (4,280) |
Net cash (used in) provided by financing activities | (335,046) | 378,450 |
Total cash (used) provided | (335,821) | 464,741 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | 373 | (354) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (335,448) | 464,387 |
Cash and cash equivalents and restricted cash at beginning of period | 813,561 | 391,478 |
Cash and cash equivalents and restricted cash at end of period | $ 478,113 | $ 855,865 |
THE COMPANY AND SUMMARY OF SIGN
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations Angi Inc., formerly ANGI Homeservices, Inc., (“Angi Inc.,” the “Company,” “we,” “our,” or “us”) connects quality home service professionals with consumers across 400 different categories, from repairing and remodeling homes to cleaning and landscaping. Over 260,000 domestic service professionals actively sought consumer matches, completed jobs, or advertised work through Angi Inc. platforms during the three months ended September 30, 2021. Additionally, consumers turned to at least one of our brands to find a professional for approximately 33 million projects during the twelve months ended September 30, 2021. The Company has two operating segments: (i) North America (United States and Canada), which includes Angi Ads and Leads and Angi Services; and (ii) Europe. The brands for North America operate as follows: Angi Ads operates under the Angi (formerly Angie’s List) brand, Angi Leads operates primarily under the HomeAdvisor, powered by Angi brand, and Angi Services operates primarily under the Handy brand. As used herein, “Angi Inc.,” the “Company,” “we,” “our,” “us,” and similar terms refer to Angi Inc. and its subsidiaries (unless the context requires otherwise). At September 30, 2021, IAC/InterActiveCorp (“IAC”) owned 84.6% and 98.2% of the economic interest and voting interest, respectively, of the Company. Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”). 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. All intercompany transactions and balances between and among the Company and its subsidiaries have been eliminated. All intercompany transactions between (i) Angi Inc. and (ii) IAC and its subsidiaries are considered to be effectively settled for cash at the time the transaction is recorded. See “ Note 10—Related Party Transactions with IAC ” for additional information on transactions between Angi Inc. and IAC. The Company is included within IAC’s tax group for purposes of federal and consolidated state income tax return filings. For the purpose of these financial statements, income taxes have been computed as if Angi Inc. filed tax returns on a standalone, separate tax return basis. Any differences between taxes currently payable to or receivable from IAC under the tax sharing agreement between the Company and IAC and the current tax provision computed on an as if standalone, separate return basis for GAAP are reflected as adjustments to additional paid-in capital and as financing activities within the statement of cash flows. The accompanying unaudited financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by GAAP for complete annual financial statements. In the opinion of management, the accompanying unaudited financial statements include all normal recurring adjustments considered necessary for a fair presentation. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited interim financial statements should be read in conjunction with the annual audited financial statements and notes thereto for the year ended December 31, 2020. COVID-19 Update The impact on the Company from the COVID-19 pandemic and the measures designed to contain its spread has been varied and volatile. As previously disclosed, the initial impact of COVID-19 on the Company resulted in a decline in demand for service requests, driven primarily by decreases in demand in certain categories of jobs (particularly discretionary indoor projects). While we experienced a rebound in service requests in the second half of 2020 and through early 2021, service requests did start to decline in May 2021 compared to the comparable months of 2020 as a result of the surge in 2020 and due to impacts of the brand integration initiative launched on March 17, 2021. Moreover, many service professionals’ businesses had been adversely impacted by labor and material constraints and many service professionals had limited capacity to take on new business, which negatively impacted our ability to monetize this increased level of service requests through the first quarter of 2021. Although our ability to monetize service requests rebounded modestly in the second and third quarters of 2021, we still have not returned back to levels we experienced pre-COVID-19. No assurances can be provided that we will continue to be able to improve monetization, or that service professionals’ businesses will not be adversely impacted in the future. The extent to which developments related to the COVID-19 pandemic and measures designed to curb its spread continue to impact the Company’s business, financial condition and results of operations will depend on future developments, all of which are highly uncertain and many of which are beyond the Company’s control, including the continuing spread of COVID-19, the severity of resurgences of COVID-19 caused by variant strains of the virus, the effectiveness of vaccines and attitudes toward receiving them, materials and supply chain constraints, labor shortages, the scope of governmental and other restrictions on travel, discretionary services and other activity, and public reactions to these developments. 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 these estimates. On an ongoing basis, the Company evaluates its estimates and judgments, including those related to: the fair values of cash equivalents and marketable debt securities; the carrying value of accounts receivable, including the determination of the allowance for credit losses and the determination of revenue reserves; the determination of the customer relationship period for certain costs to obtain a contract with a customer; the carrying value of right-of-use assets (“ROU assets”); the useful lives and recoverability of definite-lived intangible assets and capitalized software, leasehold improvements, and equipment; the recoverability of goodwill and indefinite-lived intangible assets; unrecognized tax benefits; 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. General Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers and in the amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company’s disaggregated revenue disclosures are presented in “ Note 7—Segment Information .” Deferred Revenue Deferred revenue consists of payments that are received or are contractually due in advance of the Company’s performance obligation. The Company’s deferred revenue is reported on a contract-by-contract basis at the end of each reporting period. The Company classifies deferred revenue as current when the remaining term of the applicable subscription period or expected completion of its performance obligation is one year or less. At December 31, 2020, the current and non-current deferred revenue balances were $54.7 million and $0.2 million, respectively, and during the nine months ended September 30, 2021, the Company recognized $52.3 million of revenue that was included in the deferred revenue balance as of December 31, 2020. At December 31, 2019, the current and non-current deferred revenue balances were $58.2 million and $0.2 million, respectively, and during the nine months ended September 30, 2020, the Company recognized $55.7 million of revenue that was included in the deferred revenue balance as of December 31, 2019. The current and non-current deferred revenue balances at September 30, 2021 are $60.0 million and $0.1 million, respectively. Non-current deferred revenue is included in “Other long-term liabilities” in the accompanying consolidated balance sheet. Practical Expedients and Exemptions As permitted under the practical expedient available under Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers , the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promise accounted for under the series guidance, and (iii) contracts for which the Company recognizes revenue at the amount which the Company has the right to invoice for services performed. Commissions Paid to Employees Pursuant to Sales Incentive Programs The Company has determined that commissions paid to employees pursuant to certain sales incentive programs meet the requirements to be capitalized as the incremental costs to obtain a contract with a customer. When customer renewals are expected and the renewal commission is not commensurate with the initial commission, the average customer life includes renewal periods. Capitalized commissions paid to employees pursuant to these sales incentive programs are amortized over the estimated customer relationship period. The Company calculates the anticipated customer relationship period as the average customer life, which is based on historical data. For sales incentive programs where the anticipated customer relationship period is one year or less, the Company has elected the practical expedient to expense the commissions as incurred. Assets Recognized from the Costs to Obtain a Contract with a Customer The Company uses a portfolio approach to assess the accounting treatment of the incremental costs to obtain a contract with a customer. The Company recognizes an asset for these costs if we expect to recover those costs. To the extent that these costs are capitalized, the resultant asset is amortized on a systematic basis consistent with the pattern of the transfer of the services to which the asset relates. The current contract assets are $40.3 million and $49.2 million at September 30, 2021 and December 31, 2020, respectively. The non-current assets are $1.2 million and $0.4 million at September 30, 2021 and December 31, 2020, respectively. The current and non-current capitalized costs to obtain a contract with a customer are included in “Other current assets” and “Other non-current assets” in the accompanying balance sheet. Recent Accounting Pronouncements Accounting Pronouncement Not Yet Adopted by the Company ASU 2021-08 – Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, the Financial Accounting Standards Board issued ASU No. 2021-08, which changes how entities will recognize assets acquired and liabilities assumed in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers. The provisions of ASU No. 2021-08 will require acquiring entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASU No. 2014-09 (Topic 606), Revenue from Contracts with Customers, as if it had originated the contracts. The provisions of ASU No. 2021-08 are effective for fiscal years beginning after December 15, 2022, with early adoption permitted, including adoption in an interim period. The Company will early adopt ASU 2021-08 effective in the fourth quarter of 2021. An entity that early adopts in an interim period is required to apply the amendments (i) retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early adoption and (ii) prospectively to all business combinations that occur on or after the date of initial application. Early adoption will have no material retrospective impact on the Company. The adoption of ASU 2021-08 may have a material impact on the purchase accounting for prospective business combinations. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company is included within IAC’s tax group for purposes of federal and consolidated state income tax return filings. In all periods presented, the income tax benefit and/or provision has been computed for the Company on an as if standalone, separate return basis and payments to and refunds from IAC for the Company’s share of IAC’s consolidated federal and state tax return liabilities/receivables calculated on this basis have been reflected within cash flows from operating activities in the accompanying consolidated statement of cash flows. The tax sharing agreement between the Company and IAC governs the parties’ respective rights, responsibilities and obligations with respect to tax matters, including responsibility for taxes attributable to the Company, entitlement to refunds, allocation of tax attributes and other matters and, therefore, ultimately governs the amount payable to or receivable from IAC with respect to income taxes. Any differences between taxes currently payable to or receivable from IAC under the tax sharing agreement and the current tax provision computed on an as if standalone, separate return basis for GAAP are reflected as adjustments to additional paid-in capital and as financing activities within the statement of cash flows. At the end of each interim period, the Company estimates 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 unrecognized tax benefits 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 the Company’s 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 or benefit in the quarter in which the change occurs. Included in the income tax benefit for the three months ended September 30, 2021 is a benefit of $0.6 million due to a higher estimated annual effective tax rate from that applied to the second quarter’s year to date ordinary loss from continuing operations. The higher estimated annual effective tax rate was primarily due to the reduced impact of forecasted nondeductible stock-based compensation expense had on the increase in forecasted ordinary pre-tax losses. For the three and nine months ended September 30, 2021, the Company recorded an income tax benefit of $4.8 million and $23.2 million, which represents an effective income tax rate of 22% and 34%, respectively. For the three months ended September 30, 2021, the effective income tax rate is higher than the statutory rate of 21% due primarily to benefits related to a change in the annual expected effective income tax rate, partially offset by foreign income taxed at different tax rates. For the nine months ended September 30, 2021, the effective income tax rate is higher than the statutory rate of 21% due primarily to excess tax benefits generated by the exercise and vesting for stock-based awards, partially offset by foreign income taxed at different tax rates. For the three months ended September 30, 2020, the Company recorded an income tax benefit of $11.7 million due primarily to excess tax benefits generated by the exercise and vesting of stock-based awards. For the nine months ended September 30, 2020, the Company recorded an income tax benefit of $17.6 million due primarily excess tax benefits generated by the exercise and vesting of stock-based awards and a reduction to deferred taxes due to the true-up of the state tax rate for an indefinite-lived intangible asset. The Company recognizes interest and, if applicable, penalties related to unrecognized tax benefits in the income tax provision. There are currently no accruals for interest and penalties. The Company 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 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 (“IRS”) has substantially completed its audit of IAC’s federal income tax returns for the years ended December 31, 2013 through 2017, and has begun its audit of the years December 31, 2018 through 2019, which includes the operations of the Company. The statutes of limitations for the years 2013 through 2017 have been extended to June 30, 2022. Returns filed in various other jurisdictions are open to examination for various tax years beginning with 2009. Income taxes payable include unrecognized tax benefits considered sufficient to pay assessments that may result from examination of prior year tax returns. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may not accurately anticipate actual outcomes and, therefore, may require periodic adjustment. Although management currently believes changes in unrecognized tax benefits from period to period and differences between amounts paid, if any, upon resolution of issues raised in audits and amounts previously provided will not have a material impact on 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. At September 30, 2021 and December 31, 2020, the Company has unrecognized tax benefits of $5.8 million and $5.3 million, respectively; all of which are for tax positions included in IAC’s consolidated tax return filings. If unrecognized tax benefits at September 30, 2021 are subsequently recognized, the income tax provision would be reduced by $5.6 million. The comparable amount as of December 31, 2020 is $5.1 million. The Company regularly assesses the realizability of deferred tax assets considering all available evidence including, to the extent applicable, the nature, frequency and severity of prior cumulative losses, forecasts of future taxable income, tax filing status, the duration of statutory carryforward periods, available tax planning and historical experience. As of September 30, 2021, the Company has a U.S. gross deferred tax asset of $203.6 million that the Company expects to fully utilize on a more likely than not basis. Of this amount, $54.4 million will be utilized upon the future reversal of deferred tax liabilities and the remaining net deferred tax asset of $149.2 million will be utilized based on forecasts of future taxable income. The Company’s most significant net deferred tax asset relates to U.S. federal net operating loss (“NOL”) carryforwards of $89.5 million. The Company expects to generate sufficient future taxable income of at least $426.2 million prior to the expiration of these NOLs, the majority of which expire between 2030 and 2037, and a portion of which never expire, to fully realize this deferred tax asset. |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Marketable Debt Securities The Company did not hold any available-for-sale marketable debt securities at September 30, 2021. At December 31, 2020, current available-for-sale marketable debt securities were as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (In thousands) Treasury discount notes $ 49,995 $ — $ — $ 49,995 Total available-for-sale marketable debt securities $ 49,995 $ — $ — $ 49,995 The contractual maturities of debt securities classified as current available-for-sale at December 31, 2020 were within one year. Fair Value Measurements 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 market prices for identical assets and liabilities in active markets. • Level 2: Other inputs, which are observable directly or indirectly, such as quoted market prices for similar assets or liabilities in active markets, quoted market 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. The fair values of the Company’s Level 2 financial assets are primarily obtained from observable market prices for identical underlying securities that may not be actively traded. Certain of these securities may have different market prices from multiple market data sources, in which case an average market price is used. • 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. The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: September 30, 2021 Quoted Market Prices for Identical Assets in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 314,040 $ — $ — $ 314,040 Total $ 314,040 $ — $ — $ 314,040 December 31, 2020 Quoted Market Prices for Identical Assets in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 374,014 $ — $ — $ 374,014 Treasury discount notes — 324,995 — 324,995 Time deposits — 2,721 — 2,721 Marketable debt securities: Treasury discount notes — 49,995 — 49,995 Total $ 374,014 $ 377,711 $ — $ 751,725 Assets measured at fair value on a nonrecurring basis The Company’s non-financial assets, such as goodwill, intangible assets, ROU assets, capitalized software, leasehold improvements and equipment are adjusted to fair value only when an impairment is recognized. Such fair value measurements are based predominantly on Level 3 inputs. During the nine months ended September 30, 2021, the Company recorded $9.6 million in impairment charges on ROU assets, leasehold improvements, and furniture and equipment as a result of the Company reducing its real estate footprint. Impairment expense was determined by comparing the carrying value of each asset group related to each office space vacated to the estimated fair market value of cash inflows directly associated with each office space. Based on this analysis, if the carrying amount of the asset group is greater than the estimated future undiscounted cash flows, an impairment charge is recognized, measured as the amount by which the carrying amount exceeds the fair value of the asset. 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: September 30, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Long-term debt, net (a) $ (494,373) $ (495,625) $ (712,277) $ (725,700) ________________________ (a) At September 30, 2021 and December 31, 2020, the carrying value of long-term debt, net includes unamortized debt issuance costs of $5.6 million and $7.7 million, respectively . The fair value of long-term debt is estimated using observable market prices or indices for similar liabilities, which are Level 2 inputs. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt consists of: September 30, 2021 December 31, 2020 (In thousands) 3.875% ANGI Group Senior Notes due August 15, 2028 (“ANGI Group Senior Notes”); interest payable each February 15 and August 15, commencing February 15, 2021 $ 500,000 $ 500,000 ANGI Group Term Loan due November 5, 2023 (“ANGI Group Term Loan”) — 220,000 Total long-term debt 500,000 720,000 Less: unamortized debt issuance costs 5,627 7,723 Total long-term debt, net $ 494,373 $ 712,277 ANGI Group Senior Notes The ANGI Group Senior Notes were issued on August 20, 2020, the proceeds of which have been used for general corporate purposes, including the acquisition of Total Home Roofing, Inc. (“Angi Roofing”) on July 1, 2021, and treasury share purchases. At any time prior to August 15, 2023, these notes may be redeemed at a redemption price equal to the sum of the principal amount thereof, plus accrued and unpaid interest and a make-whole premium. Thereafter, these notes may be redeemed at the redemption prices set forth in the indenture governing the notes, plus accrued and unpaid interest thereon, if any, to the applicable redemption date. The indenture governing the ANGI Group Senior Notes contains a covenant that would limit ANGI Group’s ability to incur liens for borrowed money in the event a default has occurred or ANGI Group’s secured leverage ratio (as defined in the indenture) exceeds 3.75 to 1.0. At September 30, 2021, there were no limitations pursuant thereto. ANGI Group Revolving Facility The $250.0 million ANGI Group Revolving Facility, which otherwise would have expired on November 5, 2023, was terminated effective August 3, 2021. No amounts were ever drawn under the ANGI Group Revolving Facility prior to its termination. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following tables present the components of accumulated other comprehensive income (loss): Three Months Ended September 30, 2021 2020 Foreign Accumulated Other Comprehensive Income Foreign Accumulated Other Comprehensive Loss (In thousands) Balance at July 1 $ 5,973 $ 5,973 $ (2,740) $ (2,740) Other comprehensive (loss) income (1,040) (1,040) 1,755 1,755 Balance at September 30 $ 4,933 $ 4,933 $ (985) $ (985) Nine Months Ended September 30, 2021 2020 Foreign Accumulated Other Comprehensive Income Foreign Accumulated Other Comprehensive Loss (In thousands) Balance at January 1 $ 4,637 $ 4,637 $ (1,379) $ (1,379) Other comprehensive income 296 296 394 394 Balance at September 30 $ 4,933 $ 4,933 $ (985) $ (985) At both September 30, 2021 and 2020, there was no tax benefit or provision on the accumulated other comprehensive income (loss). |
(LOSS) EARNINGS PER SHARE
(LOSS) EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
(LOSS) EARNINGS PER SHARE | (LOSS) EARNINGS PER SHARE The following table sets forth the computation of basic and diluted (loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: Three Months Ended September 30, 2021 2020 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: Net (loss) earnings $ (16,693) $ (16,693) $ 5,203 $ 5,203 Net earnings attributable to noncontrolling interests (302) (302) (731) (731) Net (loss) earnings attributable to Angi Inc. Class A and Class B Common Stock shareholders $ (16,995) $ (16,995) $ 4,472 $ 4,472 Denominator: Weighted average basic Class A and Class B common stock shares outstanding 503,416 503,416 497,501 497,501 Dilutive securities (a) (b) (c) — — — 17,218 Denominator for (loss) earnings per share—weighted average shares 503,416 503,416 497,501 514,719 (Loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: (Loss) earnings per share $ (0.03) $ (0.03) $ 0.01 $ 0.01 Nine Months Ended September 30, 2021 2020 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: Net (loss) earnings $ (44,731) $ (44,731) $ 9,230 $ 9,230 Net earnings attributable to noncontrolling interests (626) (626) (1,049) (1,049) Net (loss) earnings attributable to Angi Inc. Class A and Class B Common Stock shareholders $ (45,357) $ (45,357) $ 8,181 $ 8,181 Denominator: Weighted average basic Class A and Class B common stock shares outstanding 502,859 502,859 497,574 497,574 Dilutive securities (a) (b) (c) — — — 13,901 Denominator for (loss) earnings per share—weighted average shares 502,859 502,859 497,574 511,475 (Loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: (Loss) Earnings per share $ (0.09) $ (0.09) $ 0.02 $ 0.02 ________________________ (a) For the three and nine months ended September 30, 2021, the Company had a loss from operations and as a result, approximately 21.2 million potentially dilutive securities were excluded from computing dilutive earnings per share because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding were used to compute all earnings per share amounts. (b) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options and subsidiary denominated equity and vesting of restricted stock units (“RSUs”). For the three and nine months ended September 30, 2020, 1.4 million and 5.4 million, respectively, of potentially dilutive securities were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. (c) Market-based awards and performance-based stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the respective reporting periods. For both the three and nine months ended September 30, 2020, 1.2 million shares underlying market-based awards and PSUs were excluded from the calculation of diluted earnings per share because the market or performance condition(s) had not been met. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The overall concept that the Company employs in determining its operating segments is to present the financial information in a manner consistent with how the chief operating decision maker views the businesses. In addition, the Company considers how the businesses are organized as to segment management and the focus of the businesses with regards to the types of services or products offered or the target market. The following table presents revenue by reportable segment: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Revenue: North America $ 443,531 $ 372,226 $ 1,204,517 $ 1,053,775 Europe 18,034 17,687 65,065 54,849 Total $ 461,565 $ 389,913 $ 1,269,582 $ 1,108,624 The following table presents the revenue of the Company’s segments disaggregated by type of service: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) North America Angi Ads and Leads: Consumer connection revenue (a) $ 238,421 $ 244,184 $ 699,867 $ 694,804 Advertising revenue (b) 63,953 56,217 187,308 166,732 Membership subscription revenue (c) 17,079 17,760 51,026 56,810 Other revenue 6,703 8,922 21,412 25,144 Total Angi Ads and Leads revenue 326,156 327,083 959,613 943,490 Angi Services revenue (d) 117,375 45,143 244,904 110,285 Total North America revenue 443,531 372,226 1,204,517 1,053,775 Europe Consumer connection revenue (e) 14,530 14,006 54,226 43,640 Service professional membership subscription revenue 3,215 3,278 9,874 9,792 Advertising and other revenue 289 403 965 1,417 Total Europe revenue 18,034 17,687 65,065 54,849 Total revenue $ 461,565 $ 389,913 $ 1,269,582 $ 1,108,624 ________________________ (a) Includes fees paid by service professionals for consumer matches through the Angi Ads and Leads platforms. (b) Includes revenue from service professionals under contract for advertising. (c) Includes membership subscription revenue from service professionals and consumers. (d) Includes revenue from pre-priced offerings and revenue from Angi Roofing (e) Includes fees paid by service professionals for consumer matches. 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 September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Revenue United States $ 437,872 $ 368,082 $ 1,188,854 $ 1,041,903 All other countries 23,693 21,831 80,728 66,721 Total $ 461,565 $ 389,913 $ 1,269,582 $ 1,108,624 September 30, 2021 December 31, 2020 (In thousands) Long-lived assets (excluding goodwill and intangible assets): United States $ 108,496 $ 97,841 All other countries 8,329 11,001 Total $ 116,825 $ 108,842 The following tables present operating (loss) income and Adjusted EBITDA by reportable segment: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Operating (loss) income: North America $ (14,719) $ 295 $ (37,269) $ 8,377 Europe (254) (3,314) (10,326) (10,048) Total $ (14,973) $ (3,019) $ (47,595) $ (1,671) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Adjusted EBITDA (f) : North America $ 11,213 $ 40,454 $ 37,076 $ 136,886 Europe $ 1,182 $ (1,967) $ (5,937) $ (6,066) ________________________ (f) The Company’s primary financial measure is Adjusted EBITDA, which is defined as operating (loss) income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of amortization of intangible assets and impairments of goodwill and intangible assets, if applicable. The Company believes this measure is useful for analysts and investors as this measure allows a more meaningful comparison between the Company’s performance and that of its competitors. Adjusted EBITDA has certain limitations because it excludes the impact of these expenses. The following tables reconcile operating (loss) income for the Company’s reportable segments and net (loss) earnings attributable to Angi Inc. shareholders to Adjusted EBITDA: Three Months Ended September 30, 2021 Operating Loss Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ (14,719) $ 8,727 $ 13,351 $ 3,854 $ 11,213 Europe (254) $ 86 $ 1,350 $ — $ 1,182 Operating loss (14,973) Interest expense (6,032) Other expense, net (479) Loss before income taxes (21,484) Income tax benefit 4,791 Net loss (16,693) Net earnings attributable to noncontrolling interests (302) Net loss attributable to Angi Inc. shareholders $ (16,995) Three Months Ended September 30, 2020 Operating Income (Loss) Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ 295 $ 14,599 $ 12,767 $ 12,793 $ 40,454 Europe (3,314) $ 98 $ 1,154 $ 95 $ (1,967) Operating loss (3,019) Interest expense (3,699) Other income, net 223 Loss before income taxes (6,495) Income tax benefit 11,698 Net earnings 5,203 Net earnings attributable to noncontrolling interests (731) Net earnings attributable to Angi Inc. shareholders $ 4,472 Nine Months Ended September 30, 2021 Operating Loss Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ (37,269) $ 20,118 $ 41,611 $ 12,616 $ 37,076 Europe (10,326) $ 272 $ 4,117 $ — $ (5,937) Operating loss (47,595) Interest expense (18,463) Other expense, net (1,882) Loss before income taxes (67,940) Income tax benefit 23,209 Net loss (44,731) Net earnings attributable to noncontrolling interests (626) Net loss attributable to Angi Inc. shareholders $ (45,357) Nine Months Ended September 30, 2020 Operating Income (Loss) Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ 8,377 $ 54,406 $ 35,531 $ 38,572 $ 136,886 Europe (10,048) $ 625 $ 3,083 $ 274 $ (6,066) Operating loss (1,671) Interest expense (7,593) Other income, net 856 Loss before income taxes (8,408) Income tax benefit 17,638 Net earnings 9,230 Net earnings attributable to noncontrolling interests (1,049) Net earnings attributable to Angi Inc. shareholders $ 8,181 |
CONSOLIDATED FINANCIAL STATEMEN
CONSOLIDATED FINANCIAL STATEMENT DETAILS | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATED FINANCIAL STATEMENT DETAILS | CONSOLIDATED FINANCIAL STATEMENT DETAILS Cash and Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the accompanying balance sheet to the total amounts shown in the accompanying statement of cash flows: September 30, 2021 December 31, 2020 September 30, 2020 December 31, 2019 (In thousands) Cash and cash equivalents $ 476,625 $ 812,705 $ 855,044 $ 390,565 Restricted cash included in other current assets 272 407 392 504 Restricted cash included in other non-current assets 1,216 449 429 409 Total cash and cash equivalents, and restricted cash as shown on the consolidated statement of cash flows $ 478,113 $ 813,561 $ 855,865 $ 391,478 Restricted cash included in other current assets at September 30, 2021 and December 31, 2020 consisted of funds collected from service providers for disputed payments which were not settled as of the period end, and cash reserved to fund insurance claims. Restricted cash included in other current assets at September 30, 2020 and December 31, 2019 primarily consisted of a deposit related to corporate credit cards. Restricted cash included in other non-current assets for all periods presented above primarily consisted of deposits related to leases. Restricted cash included in other non-current assets at September 30, 2021 also included cash held related to a check endorsement guarantee for Angi Roofing. Credit Losses and Revenue Reserve The following table presents the changes in the credit loss reserve for the nine months ended September 30, 2021 and 2020: 2021 2020 (In thousands) Balance at January 1 $ 26,046 $ 19,066 Current period provision for credit losses 66,081 60,090 Write-offs charged against the credit loss reserve (56,102) (53,208) Recoveries collected 1,896 1,883 Balance at September 30 $ 37,921 $ 27,831 The revenue reserve was $2.4 million and $2.0 million at September 30, 2021 and 2020, respectively. The total allowance for credit losses and revenue reserve was $40.3 million and $29.8 million as of September 30, 2021 and 2020, respectively. Accumulated Amortization and Depreciation The following table provides the accumulated amortization and depreciation within the consolidated balance sheet: Asset Category September 30, 2021 December 31, 2020 (In thousands) Right-of-use assets (included in “other non-current assets”) $ 55,284 $ 40,800 Capitalized software, leasehold improvements, and equipment $ 96,956 $ 95,438 Intangible assets $ 155,820 $ 162,627 Other (expense) income, net Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Interest income $ 31 $ 129 $ 178 $ 1,561 Gain (loss) on the sale of a business (a) 18 — 31 (454) Foreign exchange (losses) gains (515) 88 (968) (256) Loss on extinguishment of debt (b) — — (1,110) — Other (13) 6 (13) 5 Other (expense) income, net $ (479) $ 223 $ (1,882) $ 856 ________________________ (a) Loss from acquisition/sale of a business for the nine months ended September 30, 2020 includes a $0.2 million mark-to-market charge for an indemnification charge related to the Handy acquisition that was settled in Angi Inc. shares during the first quarter of 2020 and a $0.3 million charge related to the final earn-out settlement related to the sale of Felix. (b) |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Sep. 30, 2021 | |
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 not identified any material legal matters where we believe an unfavorable outcome is probable and estimable; 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—Income Taxes ” for additional information related to income tax contingencies. |
RELATED PARTY TRANSACTIONS WITH
RELATED PARTY TRANSACTIONS WITH IAC | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS WITH IAC | RELATED PARTY TRANSACTIONS WITH IAC Angi Inc. and IAC have entered into certain agreements to govern their relationship. These agreements include: a contribution agreement; an investor rights agreement; a services agreement; a tax sharing agreement; and an employee matters agreement. For the three and nine months ended September 30, 2021 and 2020, the Company was charged $0.9 million and $3.2 million, and $1.3 million and $3.6 million, respectively, by IAC for services rendered pursuant to the services agreement. There were no outstanding receivables or payables pursuant to the services agreement at September 30, 2021 or December 31, 2020. Additionally, the Company subleases office space to IAC and charged IAC $0.4 million and $1.2 million, and $0.5 million and $1.4 million of rent for the three and nine months ended September 30, 2021 and 2020, respectively. IAC subleases office space to the Company and charged the Company $0.3 million of rent for the three and nine months ended September 30, 2021. At September 30, 2021, there were no outstanding receivables or payables pursuant to the sublease agreements. At December 31, 2020, there was an outstanding receivable of less than $0.1 million due from IAC pursuant to the sublease agreements, which was subsequently paid in full in the first quarter of 2021. At September 30, 2021 and December 31, 2020, the Company had outstanding payables of $1.7 million and $0.9 million, respectively, due to IAC pursuant to the tax sharing agreement, which are included in “Accrued expenses and other current liabilities,” in the accompanying consolidated balance sheet. There were no payments to or refunds from IAC pursuant to this agreement during the three and nine months ended September 30, 2021. There were $3.1 million of refunds received from IAC pursuant to this agreement during the nine months ended September 30, 2020. For the three and nine months ended September 30, 2021, less than 0.1 million and 0.2 million shares, respectively, of Angi Inc. Class B common stock were issued to IAC pursuant to the employee matters agreement as reimbursement for shares of IAC common stock issued in connection with the exercise and vesting of IAC equity awards held by Angi Inc. employees. For the three and nine months ended September 30, 2020, 0.1 million and 0.3 million shares of Angi Inc. Class B common stock were issued to IAC pursuant to the employee matters agreement. For the three and nine months ended September 30, 2021, less than 0.1 million and 2.6 million shares, respectively, of Angi Inc. Class A common stock were issued to IAC pursuant to the employee matters agreement as reimbursement for IAC common stock issued in connection with the exercise and settlement of certain Angi Inc. stock appreciation rights. There were no shares of Angi Inc. Class A common stock issued to IAC during the three and nine months ended September 30, 2020. |
THE COMPANY AND SUMMARY OF SI_2
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Angi Inc., formerly ANGI Homeservices, Inc., (“Angi Inc.,” the “Company,” “we,” “our,” or “us”) connects quality home service professionals with consumers across 400 different categories, from repairing and remodeling homes to cleaning and landscaping. Over 260,000 domestic service professionals actively sought consumer matches, completed jobs, or advertised work through Angi Inc. platforms during the three months ended September 30, 2021. Additionally, consumers turned to at least one of our brands to find a professional for approximately 33 million projects during the twelve months ended September 30, 2021. The Company has two operating segments: (i) North America (United States and Canada), which includes Angi Ads and Leads and Angi Services; and (ii) Europe. The brands for North America operate as follows: Angi Ads operates under the Angi (formerly Angie’s List) brand, Angi Leads operates primarily under the HomeAdvisor, powered by Angi brand, and Angi Services operates primarily under the Handy brand. As used herein, “Angi Inc.,” the “Company,” “we,” “our,” “us,” and similar terms refer to Angi Inc. and its subsidiaries (unless the context requires otherwise). At September 30, 2021, IAC/InterActiveCorp (“IAC”) owned 84.6% and 98.2% of the economic interest and voting interest, respectively, of the Company. |
Basis of Presentation | Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”). 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. All intercompany transactions and balances between and among the Company and its subsidiaries have been eliminated. All intercompany transactions between (i) Angi Inc. and (ii) IAC and its subsidiaries are considered to be effectively settled for cash at the time the transaction is recorded. See “ Note 10—Related Party Transactions with IAC ” for additional information on transactions between Angi Inc. and IAC. The Company is included within IAC’s tax group for purposes of federal and consolidated state income tax return filings. For the purpose of these financial statements, income taxes have been computed as if Angi Inc. filed tax returns on a standalone, separate tax return basis. Any differences between taxes currently payable to or receivable from IAC under the tax sharing agreement between the Company and IAC and the current tax provision computed on an as if standalone, separate return basis for GAAP are reflected as adjustments to additional paid-in capital and as financing activities within the statement of cash flows. The accompanying unaudited financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by GAAP for complete annual financial statements. In the opinion of management, the accompanying unaudited financial statements include all normal recurring adjustments considered necessary for a fair presentation. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited interim financial statements should be read in conjunction with the annual audited financial statements and notes thereto for the year ended December 31, 2020. |
Basis of Consolidation | Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”). 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. All intercompany transactions and balances between and among the Company and its subsidiaries have been eliminated. All intercompany transactions between (i) Angi Inc. and (ii) IAC and its subsidiaries are considered to be effectively settled for cash at the time the transaction is recorded. See “ Note 10—Related Party Transactions with IAC ” for additional information on transactions between Angi Inc. and IAC. The Company is included within IAC’s tax group for purposes of federal and consolidated state income tax return filings. For the purpose of these financial statements, income taxes have been computed as if Angi Inc. filed tax returns on a standalone, separate tax return basis. Any differences between taxes currently payable to or receivable from IAC under the tax sharing agreement between the Company and IAC and the current tax provision computed on an as if standalone, separate return basis for GAAP are reflected as adjustments to additional paid-in capital and as financing activities within the statement of cash flows. The accompanying unaudited financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by GAAP for complete annual financial statements. In the opinion of management, the accompanying unaudited financial statements include all normal recurring adjustments considered necessary for a fair presentation. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited interim financial statements should be read in conjunction with the annual audited financial statements and notes thereto for the year ended December 31, 2020. |
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 these estimates. On an ongoing basis, the Company evaluates its estimates and judgments, including those related to: the fair values of cash equivalents and marketable debt securities; the carrying value of accounts receivable, including the determination of the allowance for credit losses and the determination of revenue reserves; the determination of the customer relationship period for certain costs to obtain a contract with a customer; the carrying value of right-of-use assets (“ROU assets”); the useful lives and recoverability of definite-lived intangible assets and capitalized software, leasehold improvements, and equipment; the recoverability of goodwill and indefinite-lived intangible assets; unrecognized tax benefits; 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. |
General Revenue Recognition | General Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers and in the amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company’s disaggregated revenue disclosures are presented in “ Note 7—Segment Information .” Deferred Revenue Deferred revenue consists of payments that are received or are contractually due in advance of the Company’s performance obligation. The Company’s deferred revenue is reported on a contract-by-contract basis at the end of each reporting period. The Company classifies deferred revenue as current when the remaining term of the applicable subscription period or expected completion of its performance obligation is one year or less. At December 31, 2020, the current and non-current deferred revenue balances were $54.7 million and $0.2 million, respectively, and during the nine months ended September 30, 2021, the Company recognized $52.3 million of revenue that was included in the deferred revenue balance as of December 31, 2020. At December 31, 2019, the current and non-current deferred revenue balances were $58.2 million and $0.2 million, respectively, and during the nine months ended September 30, 2020, the Company recognized $55.7 million of revenue that was included in the deferred revenue balance as of December 31, 2019. The current and non-current deferred revenue balances at September 30, 2021 are $60.0 million and $0.1 million, respectively. Non-current deferred revenue is included in “Other long-term liabilities” in the accompanying consolidated balance sheet. Practical Expedients and Exemptions As permitted under the practical expedient available under Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers , the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promise accounted for under the series guidance, and (iii) contracts for which the Company recognizes revenue at the amount which the Company has the right to invoice for services performed. Commissions Paid to Employees Pursuant to Sales Incentive Programs The Company has determined that commissions paid to employees pursuant to certain sales incentive programs meet the requirements to be capitalized as the incremental costs to obtain a contract with a customer. When customer renewals are expected and the renewal commission is not commensurate with the initial commission, the average customer life includes renewal periods. Capitalized commissions paid to employees pursuant to these sales incentive programs are amortized over the estimated customer relationship period. The Company calculates the anticipated customer relationship period as the average customer life, which is based on historical data. For sales incentive programs where the anticipated customer relationship period is one year or less, the Company has elected the practical expedient to expense the commissions as incurred. Assets Recognized from the Costs to Obtain a Contract with a Customer The Company uses a portfolio approach to assess the accounting treatment of the incremental costs to obtain a contract with a customer. The Company recognizes an asset for these costs if we expect to recover those costs. To the extent that these costs are capitalized, the resultant asset is amortized on a systematic basis consistent with the pattern of the transfer of the services to which the asset relates. The current contract assets are $40.3 million and $49.2 million at September 30, 2021 and December 31, 2020, respectively. The non-current assets are $1.2 million and $0.4 million at September 30, 2021 and December 31, 2020, respectively. The current and non-current capitalized costs to obtain a contract with a customer are included in “Other current assets” and “Other non-current assets” in the accompanying balance sheet. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Pronouncement Not Yet Adopted by the Company ASU 2021-08 – Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, the Financial Accounting Standards Board issued ASU No. 2021-08, which changes how entities will recognize assets acquired and liabilities assumed in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers. The provisions of ASU No. 2021-08 will require acquiring entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASU No. 2014-09 (Topic 606), Revenue from Contracts with Customers, as if it had originated the contracts. The provisions of ASU No. 2021-08 are effective for fiscal years beginning after December 15, 2022, with early adoption permitted, including adoption in an interim period. The Company will early adopt ASU 2021-08 effective in the fourth quarter of 2021. An entity that early adopts in an interim period is required to apply the amendments (i) retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early adoption and (ii) prospectively to all business combinations that occur on or after the date of initial application. Early adoption will have no material retrospective impact on the Company. The adoption of ASU 2021-08 may have a material impact on the purchase accounting for prospective business combinations. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
FINANCIAL INSTRUMENTS AND FAI_2
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Available-for-sale Debt Securities | At December 31, 2020, current available-for-sale marketable debt securities were as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (In thousands) Treasury discount notes $ 49,995 $ — $ — $ 49,995 Total available-for-sale marketable debt securities $ 49,995 $ — $ — $ 49,995 |
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: September 30, 2021 Quoted Market Prices for Identical Assets in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 314,040 $ — $ — $ 314,040 Total $ 314,040 $ — $ — $ 314,040 December 31, 2020 Quoted Market Prices for Identical Assets in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 374,014 $ — $ — $ 374,014 Treasury discount notes — 324,995 — 324,995 Time deposits — 2,721 — 2,721 Marketable debt securities: Treasury discount notes — 49,995 — 49,995 Total $ 374,014 $ 377,711 $ — $ 751,725 |
Schedule of 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: September 30, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Long-term debt, net (a) $ (494,373) $ (495,625) $ (712,277) $ (725,700) ________________________ (a) At September 30, 2021 and December 31, 2020, the carrying value of long-term debt, net includes unamortized debt issuance costs of $5.6 million and $7.7 million, respectively . |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of: September 30, 2021 December 31, 2020 (In thousands) 3.875% ANGI Group Senior Notes due August 15, 2028 (“ANGI Group Senior Notes”); interest payable each February 15 and August 15, commencing February 15, 2021 $ 500,000 $ 500,000 ANGI Group Term Loan due November 5, 2023 (“ANGI Group Term Loan”) — 220,000 Total long-term debt 500,000 720,000 Less: unamortized debt issuance costs 5,627 7,723 Total long-term debt, net $ 494,373 $ 712,277 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables present the components of accumulated other comprehensive income (loss): Three Months Ended September 30, 2021 2020 Foreign Accumulated Other Comprehensive Income Foreign Accumulated Other Comprehensive Loss (In thousands) Balance at July 1 $ 5,973 $ 5,973 $ (2,740) $ (2,740) Other comprehensive (loss) income (1,040) (1,040) 1,755 1,755 Balance at September 30 $ 4,933 $ 4,933 $ (985) $ (985) Nine Months Ended September 30, 2021 2020 Foreign Accumulated Other Comprehensive Income Foreign Accumulated Other Comprehensive Loss (In thousands) Balance at January 1 $ 4,637 $ 4,637 $ (1,379) $ (1,379) Other comprehensive income 296 296 394 394 Balance at September 30 $ 4,933 $ 4,933 $ (985) $ (985) |
(LOSS) EARNINGS PER SHARE (Tabl
(LOSS) EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted (Loss) Earnings per Share | The following table sets forth the computation of basic and diluted (loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: Three Months Ended September 30, 2021 2020 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: Net (loss) earnings $ (16,693) $ (16,693) $ 5,203 $ 5,203 Net earnings attributable to noncontrolling interests (302) (302) (731) (731) Net (loss) earnings attributable to Angi Inc. Class A and Class B Common Stock shareholders $ (16,995) $ (16,995) $ 4,472 $ 4,472 Denominator: Weighted average basic Class A and Class B common stock shares outstanding 503,416 503,416 497,501 497,501 Dilutive securities (a) (b) (c) — — — 17,218 Denominator for (loss) earnings per share—weighted average shares 503,416 503,416 497,501 514,719 (Loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: (Loss) earnings per share $ (0.03) $ (0.03) $ 0.01 $ 0.01 Nine Months Ended September 30, 2021 2020 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: Net (loss) earnings $ (44,731) $ (44,731) $ 9,230 $ 9,230 Net earnings attributable to noncontrolling interests (626) (626) (1,049) (1,049) Net (loss) earnings attributable to Angi Inc. Class A and Class B Common Stock shareholders $ (45,357) $ (45,357) $ 8,181 $ 8,181 Denominator: Weighted average basic Class A and Class B common stock shares outstanding 502,859 502,859 497,574 497,574 Dilutive securities (a) (b) (c) — — — 13,901 Denominator for (loss) earnings per share—weighted average shares 502,859 502,859 497,574 511,475 (Loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: (Loss) Earnings per share $ (0.09) $ (0.09) $ 0.02 $ 0.02 ________________________ (a) For the three and nine months ended September 30, 2021, the Company had a loss from operations and as a result, approximately 21.2 million potentially dilutive securities were excluded from computing dilutive earnings per share because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding were used to compute all earnings per share amounts. (b) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options and subsidiary denominated equity and vesting of restricted stock units (“RSUs”). For the three and nine months ended September 30, 2020, 1.4 million and 5.4 million, respectively, of potentially dilutive securities were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. (c) Market-based awards and performance-based stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the respective reporting periods. For both the three and nine months ended September 30, 2020, 1.2 million shares underlying market-based awards and PSUs were excluded from the calculation of diluted earnings per share because the market or performance condition(s) had not been met. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segmented Revenue Disaggregated by Service | The following table presents revenue by reportable segment: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Revenue: North America $ 443,531 $ 372,226 $ 1,204,517 $ 1,053,775 Europe 18,034 17,687 65,065 54,849 Total $ 461,565 $ 389,913 $ 1,269,582 $ 1,108,624 The following table presents the revenue of the Company’s segments disaggregated by type of service: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) North America Angi Ads and Leads: Consumer connection revenue (a) $ 238,421 $ 244,184 $ 699,867 $ 694,804 Advertising revenue (b) 63,953 56,217 187,308 166,732 Membership subscription revenue (c) 17,079 17,760 51,026 56,810 Other revenue 6,703 8,922 21,412 25,144 Total Angi Ads and Leads revenue 326,156 327,083 959,613 943,490 Angi Services revenue (d) 117,375 45,143 244,904 110,285 Total North America revenue 443,531 372,226 1,204,517 1,053,775 Europe Consumer connection revenue (e) 14,530 14,006 54,226 43,640 Service professional membership subscription revenue 3,215 3,278 9,874 9,792 Advertising and other revenue 289 403 965 1,417 Total Europe revenue 18,034 17,687 65,065 54,849 Total revenue $ 461,565 $ 389,913 $ 1,269,582 $ 1,108,624 ________________________ (a) Includes fees paid by service professionals for consumer matches through the Angi Ads and Leads platforms. (b) Includes revenue from service professionals under contract for advertising. (c) Includes membership subscription revenue from service professionals and consumers. (d) Includes revenue from pre-priced offerings and revenue from Angi Roofing (e) Includes fees paid by service professionals for consumer matches. |
Schedule of Revenue from External Customers by Geographic Areas | 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 September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Revenue United States $ 437,872 $ 368,082 $ 1,188,854 $ 1,041,903 All other countries 23,693 21,831 80,728 66,721 Total $ 461,565 $ 389,913 $ 1,269,582 $ 1,108,624 |
Schedule of Revenue and Long-lived Assets by Geographic Areas | September 30, 2021 December 31, 2020 (In thousands) Long-lived assets (excluding goodwill and intangible assets): United States $ 108,496 $ 97,841 All other countries 8,329 11,001 Total $ 116,825 $ 108,842 |
Schedule of Segment Reporting Information | The following tables present operating (loss) income and Adjusted EBITDA by reportable segment: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Operating (loss) income: North America $ (14,719) $ 295 $ (37,269) $ 8,377 Europe (254) (3,314) (10,326) (10,048) Total $ (14,973) $ (3,019) $ (47,595) $ (1,671) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Adjusted EBITDA (f) : North America $ 11,213 $ 40,454 $ 37,076 $ 136,886 Europe $ 1,182 $ (1,967) $ (5,937) $ (6,066) ________________________ (f) The Company’s primary financial measure is Adjusted EBITDA, which is defined as operating (loss) income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of amortization of intangible assets and impairments of goodwill and intangible assets, if applicable. The Company believes this measure is useful for analysts and investors as this measure allows a more meaningful comparison between the Company’s performance and that of its competitors. Adjusted EBITDA has certain limitations because it excludes the impact of these expenses. |
Schedule of Reconciliation of Operating Income to Adjusted EBITDA | The following tables reconcile operating (loss) income for the Company’s reportable segments and net (loss) earnings attributable to Angi Inc. shareholders to Adjusted EBITDA: Three Months Ended September 30, 2021 Operating Loss Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ (14,719) $ 8,727 $ 13,351 $ 3,854 $ 11,213 Europe (254) $ 86 $ 1,350 $ — $ 1,182 Operating loss (14,973) Interest expense (6,032) Other expense, net (479) Loss before income taxes (21,484) Income tax benefit 4,791 Net loss (16,693) Net earnings attributable to noncontrolling interests (302) Net loss attributable to Angi Inc. shareholders $ (16,995) Three Months Ended September 30, 2020 Operating Income (Loss) Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ 295 $ 14,599 $ 12,767 $ 12,793 $ 40,454 Europe (3,314) $ 98 $ 1,154 $ 95 $ (1,967) Operating loss (3,019) Interest expense (3,699) Other income, net 223 Loss before income taxes (6,495) Income tax benefit 11,698 Net earnings 5,203 Net earnings attributable to noncontrolling interests (731) Net earnings attributable to Angi Inc. shareholders $ 4,472 Nine Months Ended September 30, 2021 Operating Loss Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ (37,269) $ 20,118 $ 41,611 $ 12,616 $ 37,076 Europe (10,326) $ 272 $ 4,117 $ — $ (5,937) Operating loss (47,595) Interest expense (18,463) Other expense, net (1,882) Loss before income taxes (67,940) Income tax benefit 23,209 Net loss (44,731) Net earnings attributable to noncontrolling interests (626) Net loss attributable to Angi Inc. shareholders $ (45,357) Nine Months Ended September 30, 2020 Operating Income (Loss) Stock-Based Depreciation Amortization Adjusted (In thousands) North America $ 8,377 $ 54,406 $ 35,531 $ 38,572 $ 136,886 Europe (10,048) $ 625 $ 3,083 $ 274 $ (6,066) Operating loss (1,671) Interest expense (7,593) Other income, net 856 Loss before income taxes (8,408) Income tax benefit 17,638 Net earnings 9,230 Net earnings attributable to noncontrolling interests (1,049) Net earnings attributable to Angi Inc. shareholders $ 8,181 |
CONSOLIDATED FINANCIAL STATEM_2
CONSOLIDATED FINANCIAL STATEMENT DETAILS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the accompanying balance sheet to the total amounts shown in the accompanying statement of cash flows: September 30, 2021 December 31, 2020 September 30, 2020 December 31, 2019 (In thousands) Cash and cash equivalents $ 476,625 $ 812,705 $ 855,044 $ 390,565 Restricted cash included in other current assets 272 407 392 504 Restricted cash included in other non-current assets 1,216 449 429 409 Total cash and cash equivalents, and restricted cash as shown on the consolidated statement of cash flows $ 478,113 $ 813,561 $ 855,865 $ 391,478 |
Schedule of Restricted Cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the accompanying balance sheet to the total amounts shown in the accompanying statement of cash flows: September 30, 2021 December 31, 2020 September 30, 2020 December 31, 2019 (In thousands) Cash and cash equivalents $ 476,625 $ 812,705 $ 855,044 $ 390,565 Restricted cash included in other current assets 272 407 392 504 Restricted cash included in other non-current assets 1,216 449 429 409 Total cash and cash equivalents, and restricted cash as shown on the consolidated statement of cash flows $ 478,113 $ 813,561 $ 855,865 $ 391,478 |
Schedule of Allowance for Credit Loss | The following table presents the changes in the credit loss reserve for the nine months ended September 30, 2021 and 2020: 2021 2020 (In thousands) Balance at January 1 $ 26,046 $ 19,066 Current period provision for credit losses 66,081 60,090 Write-offs charged against the credit loss reserve (56,102) (53,208) Recoveries collected 1,896 1,883 Balance at September 30 $ 37,921 $ 27,831 |
Schedule of Accumulated Amortization and Depreciation | The following table provides the accumulated amortization and depreciation within the consolidated balance sheet: Asset Category September 30, 2021 December 31, 2020 (In thousands) Right-of-use assets (included in “other non-current assets”) $ 55,284 $ 40,800 Capitalized software, leasehold improvements, and equipment $ 96,956 $ 95,438 Intangible assets $ 155,820 $ 162,627 |
Schedule of Other (Expense) Income, Net | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 (In thousands) Interest income $ 31 $ 129 $ 178 $ 1,561 Gain (loss) on the sale of a business (a) 18 — 31 (454) Foreign exchange (losses) gains (515) 88 (968) (256) Loss on extinguishment of debt (b) — — (1,110) — Other (13) 6 (13) 5 Other (expense) income, net $ (479) $ 223 $ (1,882) $ 856 ________________________ (a) Loss from acquisition/sale of a business for the nine months ended September 30, 2020 includes a $0.2 million mark-to-market charge for an indemnification charge related to the Handy acquisition that was settled in Angi Inc. shares during the first quarter of 2020 and a $0.3 million charge related to the final earn-out settlement related to the sale of Felix. (b) |
THE COMPANY AND SUMMARY OF SI_3
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2021USD ($)professionalsegmentcategoryproject | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Noncontrolling Interest [Line Items] | ||||
Number of service categories | category | 400 | |||
Number of domestic service professionals (over) | professional | 260,000 | |||
Number of projects | project | 33,000,000 | |||
Number of operating segments | segment | 2 | |||
Current deferred revenue | $ 60,025 | $ 54,654 | $ 58,200 | |
Noncurrent deferred revenue | 100 | 200 | $ 200 | |
Deferred revenue recognized during period | 52,300 | $ 55,700 | ||
Current capitalized sales commissions | 40,300 | 49,200 | ||
Noncurrent capitalized sales commissions | $ 1,200 | $ 400 | ||
Angi | Class B Common Stock | IAC | ||||
Noncontrolling Interest [Line Items] | ||||
Economic interest (as a percent) | 84.60% | |||
Voting interest (as a percent) | 98.20% |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||||
Income tax benefit (provision), due to higher estimated effective tax rate | $ 600 | ||||
Income tax benefit | $ 4,791 | $ 11,698 | $ 23,209 | $ 17,638 | |
Effective income tax rate (as a percent) | 22.00% | 34.00% | |||
Unrecognized tax benefits, including interest | $ 5,800 | $ 5,800 | $ 5,300 | ||
Unrecognized tax benefits that if subsequently recognized would reduce income tax expense | 5,600 | 5,600 | $ 5,100 | ||
Gross deferred tax asset | 203,600 | 203,600 | |||
Portion of deferred tax assets that will be utilized upon future reversal of deferred tax liabilities | 54,400 | 54,400 | |||
Portion of deferred tax assets that will be utilized based on forecasts of future taxable income | 149,200 | 149,200 | |||
Deferred tax assets, U.S. federal operating loss carryforwards | $ 89,500 | 89,500 | |||
Future taxable income | $ 426,200 |
FINANCIAL INSTRUMENTS AND FAI_3
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Marketable debt securities | $ 0 | $ 49,995,000 |
Impairment charges on ROU assets | $ 9,600,000 |
FINANCIAL INSTRUMENTS AND FAI_4
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Marketable Securities (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 49,995,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | $ 0 | 49,995,000 |
Treasury discount notes | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 49,995,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | $ 49,995,000 |
FINANCIAL INSTRUMENTS AND FAI_5
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Assets: | ||
Marketable debt securities | $ 0 | $ 49,995,000 |
Total | 314,040,000 | 751,725,000 |
Treasury discount notes | ||
Assets: | ||
Marketable debt securities | 49,995,000 | |
Money market funds | ||
Assets: | ||
Cash equivalents | 314,040,000 | 374,014,000 |
Treasury discount notes | ||
Assets: | ||
Cash equivalents | 324,995,000 | |
Time deposits | ||
Assets: | ||
Cash equivalents | 2,721,000 | |
Quoted Market Prices for Identical Assets in Active Markets (Level 1) | ||
Assets: | ||
Total | 314,040,000 | 374,014,000 |
Quoted Market Prices for Identical Assets in Active Markets (Level 1) | Treasury discount notes | ||
Assets: | ||
Marketable debt securities | 0 | |
Quoted Market Prices for Identical Assets in Active Markets (Level 1) | Money market funds | ||
Assets: | ||
Cash equivalents | 314,040,000 | 374,014,000 |
Quoted Market Prices for Identical Assets in Active Markets (Level 1) | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 0 | |
Quoted Market Prices for Identical Assets in Active Markets (Level 1) | Time deposits | ||
Assets: | ||
Cash equivalents | 0 | |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total | 0 | 377,711,000 |
Significant Other Observable Inputs (Level 2) | Treasury discount notes | ||
Assets: | ||
Marketable debt securities | 49,995,000 | |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 324,995,000 | |
Significant Other Observable Inputs (Level 2) | Time deposits | ||
Assets: | ||
Cash equivalents | 2,721,000 | |
Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Treasury discount notes | ||
Assets: | ||
Marketable debt securities | 0 | |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Assets: | ||
Cash equivalents | $ 0 | 0 |
Significant Unobservable Inputs (Level 3) | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 0 | |
Significant Unobservable Inputs (Level 3) | Time deposits | ||
Assets: | ||
Cash equivalents | $ 0 |
FINANCIAL INSTRUMENTS AND FAI_6
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Carrying Value | ||
Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, net | $ (494,373) | $ (712,277) |
Unamortized debt issuance costs | 5,600 | 7,700 |
Fair Value | ||
Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, net | $ (495,625) | $ (725,700) |
LONG-TERM DEBT - Summary (Detai
LONG-TERM DEBT - Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument | ||
Total long-term debt | $ 500,000 | $ 720,000 |
Less: unamortized debt issuance costs | 5,627 | 7,723 |
Total long-term debt, net | 494,373 | 712,277 |
3.875% Senior Notes | Senior Notes | ||
Debt Instrument | ||
Total long-term debt | $ 500,000 | 500,000 |
Interest rate, stated percentage | 3.875% | |
Term Loan | Term Loan | ||
Debt Instrument | ||
Total long-term debt | $ 0 | $ 220,000 |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($) | Sep. 30, 2021USD ($) | |
Debt Instrument | ||
Outstanding balance under ANGI Group Term Loan | $ 720,000 | $ 500,000 |
3.875% Senior Notes | Senior Notes | ||
Debt Instrument | ||
Leverage ratio, maximum | 3.75 | |
Outstanding balance under ANGI Group Term Loan | 500,000 | $ 500,000 |
Credit Facility | Revolving Credit Facility | ||
Debt Instrument | ||
Maximum borrowing capacity of credit facility | 250,000 | |
Term Loan | Term Loan | ||
Debt Instrument | ||
Outstanding balance under ANGI Group Term Loan | $ 220,000 | $ 0 |
Basis spread on variable rate (as a percent) | 2.16% |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at beginning of period | $ 1,272,290,000 | |||
Balance at end of period | $ 1,157,911,000 | 1,157,911,000 | ||
Income tax provision (benefit) | (4,791,000) | $ (11,698,000) | (23,209,000) | $ (17,638,000) |
Foreign Currency Translation Adjustment | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at beginning of period | 5,973,000 | (2,740,000) | 4,637,000 | (1,379,000) |
Other comprehensive income | (1,040,000) | 1,755,000 | 296,000 | 394,000 |
Balance at end of period | 4,933,000 | (985,000) | 4,933,000 | (985,000) |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at beginning of period | 5,973,000 | (2,740,000) | 4,637,000 | (1,379,000) |
Other comprehensive income | (1,040,000) | 1,755,000 | 296,000 | 394,000 |
Balance at end of period | $ 4,933,000 | $ (985,000) | 4,933,000 | (985,000) |
Income tax provision (benefit) | $ 0 | $ 0 |
(LOSS) EARNINGS PER SHARE - Sum
(LOSS) EARNINGS PER SHARE - Summary (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Net (loss) earnings | $ (16,693) | $ 5,203 | $ (44,731) | $ 9,230 |
Net earnings attributable to noncontrolling interests | (302) | (731) | (626) | (1,049) |
Net (loss) earnings attributable to Angi Inc. shareholders | $ (16,995) | $ 4,472 | $ (45,357) | $ 8,181 |
Weighted average basic Class A and Class B common stock shares outstanding, basic (shares) | 503,416 | 497,501 | 502,859 | 497,574 |
Dilutive securities (shares) | 0 | 17,218 | 0 | 13,901 |
Denominator for (loss) earnings per share - weighted average shares, diluted (shares) | 503,416 | 514,719 | 502,859 | 511,475 |
(Loss) earnings per share attributable to Angi Inc. Class A and Class B Common Stock shareholders: | ||||
Basic (loss) earnings per share (USD per share) | $ (0.03) | $ 0.01 | $ (0.09) | $ 0.02 |
Diluted (loss) earnings per share (USD per share) | $ (0.03) | $ 0.01 | $ (0.09) | $ 0.02 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from calculation of diluted earnings per share (shares) | 21,200 | 21,200 | ||
Stock Options and Subsidiary Denominated Equity and Vesting of Restricted Common Stock, Restricted Stock Units (RSU's) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from calculation of diluted earnings per share (shares) | 1,400 | 5,400 | ||
Market-based Awards and PSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from calculation of diluted earnings per share (shares) | 1,200 | 1,200 |
SEGMENT INFORMATION - Segmented
SEGMENT INFORMATION - Segmented Revenue Disaggregated by Service (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 461,565 | $ 389,913 | $ 1,269,582 | $ 1,108,624 |
North America | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 443,531 | 372,226 | 1,204,517 | 1,053,775 |
North America | Total Angi Ads and Leads revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 326,156 | 327,083 | 959,613 | 943,490 |
North America | Consumer connection revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 238,421 | 244,184 | 699,867 | 694,804 |
North America | Advertising revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 63,953 | 56,217 | 187,308 | 166,732 |
North America | Membership subscription revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 17,079 | 17,760 | 51,026 | 56,810 |
North America | Other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 6,703 | 8,922 | 21,412 | 25,144 |
North America | Angi Services revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 117,375 | 45,143 | 244,904 | 110,285 |
Europe | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 18,034 | 17,687 | 65,065 | 54,849 |
Europe | Consumer connection revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 14,530 | 14,006 | 54,226 | 43,640 |
Europe | Service professional membership subscription revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 3,215 | 3,278 | 9,874 | 9,792 |
Europe | Advertising and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 289 | $ 403 | $ 965 | $ 1,417 |
SEGMENT INFORMATION - Revenue a
SEGMENT INFORMATION - Revenue and Long-Lived Assets by Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Revenue and Long-lived Assets by Geography | |||||
Revenue | $ 461,565 | $ 389,913 | $ 1,269,582 | $ 1,108,624 | |
Long-lived assets (excluding goodwill and intangible assets): | 116,825 | 116,825 | $ 108,842 | ||
United States | |||||
Revenue and Long-lived Assets by Geography | |||||
Revenue | 437,872 | 368,082 | 1,188,854 | 1,041,903 | |
Long-lived assets (excluding goodwill and intangible assets): | 108,496 | 108,496 | 97,841 | ||
All other countries | |||||
Revenue and Long-lived Assets by Geography | |||||
Revenue | 23,693 | $ 21,831 | 80,728 | $ 66,721 | |
Long-lived assets (excluding goodwill and intangible assets): | $ 8,329 | $ 8,329 | $ 11,001 |
SEGMENT INFORMATION - Segment R
SEGMENT INFORMATION - Segment Reporting Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | $ (14,973) | $ (3,019) | $ (47,595) | $ (1,671) |
North America | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | (14,719) | 295 | (37,269) | 8,377 |
Adjusted EBITDA | 11,213 | 40,454 | 37,076 | 136,886 |
Europe | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | (254) | (3,314) | (10,326) | (10,048) |
Adjusted EBITDA | $ 1,182 | $ (1,967) | $ (5,937) | $ (6,066) |
SEGMENT INFORMATION - Reconcili
SEGMENT INFORMATION - Reconciliation of Adjusted EBITDA to Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting, Other Significant Reconciling Item | ||||
Operating income (loss) | $ (14,973) | $ (3,019) | $ (47,595) | $ (1,671) |
Stock-Based Compensation Expense | 8,813 | 14,697 | 20,390 | 55,031 |
Amortization of Intangibles | 3,854 | 12,888 | 12,616 | 38,846 |
Interest expense | (6,032) | (3,699) | (18,463) | (7,593) |
Other (expense) income, net | (479) | 223 | (1,882) | 856 |
Loss before income taxes | (21,484) | (6,495) | (67,940) | (8,408) |
Income tax benefit | 4,791 | 11,698 | 23,209 | 17,638 |
Net (loss) earnings | (16,693) | 5,203 | (44,731) | 9,230 |
Net earnings attributable to noncontrolling interests | (302) | (731) | (626) | (1,049) |
Net (loss) earnings attributable to Angi Inc. shareholders | (16,995) | 4,472 | (45,357) | 8,181 |
North America | ||||
Segment Reporting, Other Significant Reconciling Item | ||||
Operating income (loss) | (14,719) | 295 | (37,269) | 8,377 |
Stock-Based Compensation Expense | 8,727 | 14,599 | 20,118 | 54,406 |
Depreciation | 13,351 | 12,767 | 41,611 | 35,531 |
Amortization of Intangibles | 3,854 | 12,793 | 12,616 | 38,572 |
Adjusted EBITDA | 11,213 | 40,454 | 37,076 | 136,886 |
Europe | ||||
Segment Reporting, Other Significant Reconciling Item | ||||
Operating income (loss) | (254) | (3,314) | (10,326) | (10,048) |
Stock-Based Compensation Expense | 86 | 98 | 272 | 625 |
Depreciation | 1,350 | 1,154 | 4,117 | 3,083 |
Amortization of Intangibles | 0 | 95 | 0 | 274 |
Adjusted EBITDA | $ 1,182 | $ (1,967) | $ (5,937) | $ (6,066) |
CONSOLIDATED FINANCIAL STATEM_3
CONSOLIDATED FINANCIAL STATEMENT DETAILS - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 476,625 | $ 812,705 | $ 855,044 | $ 390,565 |
Restricted cash included in other current assets | 272 | 407 | 392 | 504 |
Restricted cash included in other non-current assets | 1,216 | 449 | 429 | 409 |
Total cash and cash equivalents, and restricted cash as shown on the consolidated statement of cash flows | $ 478,113 | $ 813,561 | $ 855,865 | $ 391,478 |
CONSOLIDATED FINANCIAL STATEM_4
CONSOLIDATED FINANCIAL STATEMENT DETAILS - Allowance for Credit Loss (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at January 1 | $ 26,046 | $ 19,066 | |
Current period provision for credit losses | 66,081 | 60,090 | |
Write-offs charged against the credit loss reserve | (56,102) | (53,208) | |
Recoveries collected | 1,896 | 1,883 | |
Balance at September 30 | 37,921 | 27,831 | |
Revenue reserve | 2,400 | 2,000 | |
Allowance and reserves | $ 40,276 | $ 29,800 | $ 27,839 |
CONSOLIDATED FINANCIAL STATEM_5
CONSOLIDATED FINANCIAL STATEMENT DETAILS - Accumulated Amortization and Depreciation (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Depreciation, Depletion and Amortization [Abstract] | ||
Right-of-use assets (included in “other non-current assets”) | $ 55,284 | $ 40,800 |
Capitalized software, leasehold improvements, and equipment | 96,956 | 95,438 |
Intangible assets | $ 155,820 | $ 162,627 |
CONSOLIDATED FINANCIAL STATEM_6
CONSOLIDATED FINANCIAL STATEMENT DETAILS - Other (expense) income, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Interest income | $ 31 | $ 129 | $ 178 | $ 1,561 | |
Loss on the sale of a business | 18 | 0 | 31 | (454) | |
Foreign exchange (losses) gains | (515) | 88 | (968) | (256) | |
Loss on extinguishment of debt | 0 | 0 | (1,110) | 0 | |
Other | (13) | 6 | (13) | 5 | |
Other (expense) income, net | $ (479) | $ 223 | $ (1,882) | 856 | |
Mark-to-market loss on an indemnification claim related to Handy acquisition | $ 200 | ||||
Charge related to final earn-out settlement related to sale of Felix | $ 300 |
CONTINGENCIES - Narrative (Deta
CONTINGENCIES - Narrative (Details) | Sep. 30, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Loss contingency reserve | $ 0 |
RELATED PARTY TRANSACTIONS WI_2
RELATED PARTY TRANSACTIONS WITH IAC - Narrative (Details) - IAC - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Services Agreement | |||||
Related Party Transaction [Line Items] | |||||
Charges for services rendered pursuant to the services agreement | $ 900,000 | $ 1,300,000 | $ 3,200,000 | $ 3,600,000 | |
Outstanding payables due | 0 | 0 | $ 0 | ||
Outstanding receivable due | 0 | 0 | 0 | ||
Sublease Agreement | |||||
Related Party Transaction [Line Items] | |||||
Outstanding payables due | 0 | 0 | |||
Outstanding receivable due | 0 | 0 | 100,000 | ||
Revenue from related parties | 400,000 | 500,000 | 1,200,000 | $ 1,400,000 | |
Expenses from related party transactions | 300,000 | 300,000 | |||
Tax Sharing Agreement | |||||
Related Party Transaction [Line Items] | |||||
Outstanding payables due | 1,700,000 | 1,700,000 | $ 900,000 | ||
Distribution to IAC pursuant to the tax sharing agreement | $ 0 | $ 3,100,000 | $ 0 | ||
Employee Matters Agreement | Class B Common Stock | |||||
Related Party Transaction [Line Items] | |||||
Issuance of common stock to IAC pursuant to the employee matters agreement (shares) | 100,000 | 100,000 | 200,000 | 300,000 | |
Employee Matters Agreement | Class A Common Stock | |||||
Related Party Transaction [Line Items] | |||||
Issuance of common stock to IAC pursuant to the employee matters agreement (shares) | 100,000 | 0 | 2,600,000 | 0 |