Match Group Inc

Previous wording

•Term Loan- The term loan facility under the credit agreement of MG Holdings II. At December 31, 2023, the Term Loan bore interest at a term secured overnight financing rate plus an applicable adjustment (“Adjusted Term SOFR”) plus 1.75% and the then applicable rate was 7.27%. As of March 31, 2024, the applicable rate was 7.23% and $425 million was outstanding.

Current wording

•Term Loan- The term loan facility under the credit agreement of MG Holdings II. At December 31, 2023, the Term Loan bore interest at a term secured overnight financing rate plus an applicable adjustment (“Adjusted Term SOFR”) plus 1.75% and the then applicable rate was 7.27%. As of June 30, 2024, the applicable rate was 7.24% and $425 million was outstanding.

Previous wording

Investors and others should note that we announce material financial and operational information to our investors using our investor relations website athttps://ir.mtch.com, our newsroom website athttps://mtch.com/news, Tinder’s newsroom websitewww.tinderpressroom.com, Hinge’s newsroom website athttps://hinge.co/press, Securities and Exchange Commission (“SEC”) filings, press releases, and public conference calls. We use these channels as well as social media to communicate with our users and the public about our company, our services, and other issues. It is possible that the information we post on social media could be deemed to be material information. Accordingly, investors, the media, and others interested in our company should monitor the websites listed above and the social media channels listed on our investor relations website in addition to following our SEC filings, press releases, and public conference calls. Neither the information on our website, nor the information on the website of any Match Group business, is incorporated by reference into this report, or into any other filings with, or into any other information furnished or submitted to, the SEC.

Current wording

Investors and others should note that we announce material financial and operational information to our investors using our investor relations website athttps://ir.mtch.com, our newsroom website athttps://mtch.com/news, Tinder’s newsroom website atwww.tinderpressroom.com, Hinge’s newsroom website athttps://hinge.co/press, Securities and Exchange Commission (“SEC”) filings, press releases, and public conference calls. We use these channels as well as social media to communicate with our users and the public about our company, our services, and other issues. It is possible that the information we post on social media could be deemed to be material information. Accordingly, investors, the media, and others interested in our company should monitor the websites listed above and the social media channels listed on our investor relations website in addition to following our SEC filings, press releases, and public conference calls. Neither the information on our website, nor the information on the website of any Match Group business, is incorporated by reference into this report, or into any other filings with, or into any other information furnished or submitted to, the SEC.

Previous wording

Results of Operations for the three months ended March 31, 2024 compared to the three months ended March 31, 2023

Current wording

Results of Operations for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023

Previous wording

Americas Direct Revenue grew $44.3 million, or 11%, in 2024 versus 2023, driven by 29% growth in RPP, partially offset by a 14% decrease in Payers. RPP growth was driven by higher average prices paid for subscriptions per Payer at Tinder and Hinge due to pricing optimizations and weekly subscription offerings, both of which we implemented beginning in the first half of 2023. The decrease in Payers was primarily driven by decreases at Tinder due to pricing optimizations and a decrease in users, as well as decreases in Payers at certain E&E brands, partially offset by increases at Hinge.

Current wording

Americas Direct Revenue grew $20.6 million, or 5%, in 2024 versus 2023, driven by 20% growth in RPP, partially offset by a 13% decrease in Payers. RPP growth was driven by increased subscription revenue at Tinder and Hinge primarily due to the trailing effects of pricing optimizations, partially offset by decreased à la carte revenue at Tinder. The decrease in Payers was primarily driven by decreases at Tinder, as well as at Match and Plenty Of Fish, partially offset by increases at Hinge.

Previous wording

APAC and Other Direct Revenue decreased $0.3 million in 2024 versus 2023, driven by decreases at MG Asia primarily due to the strength of the U.S. dollar compared to the Turkish Lira and Japanese Yen, partially offset by increases in Payers at Hinge and Tinder.

Current wording

APAC and Other Direct Revenue decreased $1.1 million, or 1%, in 2024 versus 2023, primarily due to the strength of the U.S. dollar compared to the Turkish Lira and Japanese Yen, partially offset by a 3% increase in Payers. The increase in Payers was primarily driven by Azar with contributions from Tinder and Hinge, partially offset by decreases at Plenty Of Fish.

Previous wording

Tinder Direct Revenue grew 9% in 2024 versus 2023, driven by growth in RPP due to pricing optimizations in the U.S. market and weekly subscription offerings that were initially introduced late in the first quarter of 2023, partially offset by a decrease in Payers attributed to the pricing optimizations and a decrease in users.

Current wording

Tinder Direct Revenue grew 5% in 2024 versus 2023, driven by growth in RPP due to pricing optimizations in the U.S. market and weekly subscription offerings that were initially introduced late in the first quarter of 2023, partially offset by a decrease in Payers due to the pricing optimizations and a decrease in users.

Previous wording

Hinge Direct Revenue grew 50% in 2024 versus 2023, driven by 31% growth in Payers and 14% growth in RPP due to pricing optimizations and weekly subscription offerings at Hinge that started in the second quarter of 2023.

Current wording

Hinge Direct Revenue grew 49% in 2024 versus 2023, driven by 28% growth in Payers and 17% growth in RPP due to user growth, pricing optimizations, and weekly subscription offerings at Hinge that started in the second quarter of 2023.

Previous wording

E&E Direct Revenue declined 4% in 2024 versus 2023, driven by declines in our Evergreen brands of 9% partially offset by growth at our Emerging brands of 23%.

Current wording

E&E Direct Revenue declined 6% in 2024 versus 2023, driven by a collective decline at our Evergreen brands of 11% partially offset by growth at our Emerging brands collectively of 20%.

Previous wording

Selling and marketing expense increased primarily due to higher marketing spend at Tinder, Hinge, and certain Emerging brands; partially offset by lower marketing spend elsewhere in the portfolio.

Current wording

Selling and marketing expense increased primarily due to higher marketing spend at Hinge, Tinder, and certain Emerging brands, partially offset by lower marketing spend elsewhere in the portfolio.

Previous wording

General and administrative expense increased primarily due to an increase in employee compensation of $15.7 million, including stock-based compensation increases of $11.1 million as a result of lower forfeitures of equity-based awards in 2024 as compared to 2023.

Current wording

General and administrative expense increased primarily due to an increase in employee compensation of $13.0 million, including a stock-based compensation increase of $8.0 million as a result of new stock-based awards granted in the current year and lower forfeitures of stock-based awards in 2024 as compared to 2023, and an increase in taxes of $7.5 million due to Canada’s implementation of a digital sales tax in June 2024 retroactive to 2022.

Previous wording

Product development expense increased primarily due to an increase in compensation expense of $15.7 million related to higher headcount at Hinge and Tinder and an increase in stock-based compensation expense associated with new equity-based awards granted in the current year.

Current wording

Product development expense increased primarily due to an increase in compensation expense of $17.5 million related to higher headcount at Tinder and an increase in stock-based compensation as a result of new stock-based awards granted in the current year.

Previous wording

Operating income decreased 7% and Adjusted Operating Income increased 6%. Operating income and Adjusted Operating Income each benefited from the increase in revenue of $72.5 million which was driven by growth at Tinder and Hinge. The benefit was partially offset by an increase in selling and marketing expense and increases in cost of revenue due to higher in-app fees. Operating income was further impacted by increases in stock-based compensation expense, primarily due to an increase in headcount and because forfeitures of equity-based awards were lower in 2024 than in 2023, and increases in depreciation expense due to increases in internally developed software placed in service.

Current wording

Operating income decreased 5% and Adjusted Operating Income increased 2%. Operating income and Adjusted Operating Income each benefited from the increase in revenue of $34.5 million which was driven by growth at Hinge, and a decrease in cost of revenue due to lower in-app purchase fees, which was primarily related to an escrow payment related to litigation regarding fees paid to the Google Play store in the prior year quarter. The benefit was partially offset by an increase in selling and marketing expense, an increase in general and administrative expense mainly due to increases in digital sales taxes, and an increase in product development expenses related to employee compensation due to increases in headcount at Tinder. Operating income was further impacted by increases in stock-based compensation expense, primarily due to an increase in headcount and because forfeitures of stock-based awards were lower in 2024 than in 2023, and in depreciation expense due to increases in internally developed software placed in service.

Previous wording

At March 31, 2024, there was $524.4 million of unrecognized compensation cost, net of estimated forfeitures, related to equity-based awards, which is expected to be recognized over a weighted average period of approximately 2.3 years.

Current wording

At June 30, 2024, there was $466.1 million of unrecognized compensation cost, net of estimated forfeitures, related to stock-based awards, which is expected to be recognized over a weighted average period of approximately 2.1 years.

Previous wording

In 2023, the effective tax rate was higher than the U.S. federal statutory rate primarily due to unfavorable tax adjustments upon the vesting of certain stock-based awards due to a lower stock price on the date the awards vested compared to the grant date fair value of such awards. This was partially offset by a lower tax rate on U.S. income derived from foreign sources.

Current wording

In 2024 and 2023, the effective tax rates of 24% and 23%, respectively, were higher than the statutory rate primarily due to state income taxes, nondeductible stock-based compensation, and unfavorable tax adjustments upon the vesting of certain stock-based awards due to a lower stock price on the date such awards vested compared to the grant date fair value of such awards. These increases in the statutory rate were partially offset by a lower tax rate on U.S. income derived from foreign sources.

Previous wording

The following tables present the impact of foreign exchange effects on total revenue and Direct Revenue by geographic region, and RPP on a total basis and by geographic region, for the three months ended March 31, 2024, compared to the three months ended March 31, 2023:

Current wording

The following tables present the impact of foreign exchange effects on total revenue and Direct Revenue by geographic region, and RPP on a total basis and by geographic region, for the three and six months ended June 30, 2024, compared to the three and six months ended June 30, 2023:

Previous wording

Net cash provided by operating activities in 2024 includes adjustments to earnings of $63.8 million of stock-based compensation expense, $20.5 million of depreciation, and $10.4 million of amortization of intangibles. The increase in cash from changes in working capital primarily consists of an decrease in accounts receivable of $71.7 million primarily related to the timing of cash receipts and an increase in taxes payable and receivable of $11.1 million due to the timing of tax payments. These changes were partially offset by a decrease in accounts payable and other liabilities of $22.5 million due to the timing of payments and a decrease in deferred revenue of $11.5 million.

Current wording

Net cash provided by operating activities in 2024 includes adjustments to earnings of $133.7 million of stock-based compensation expense, $41.6 million of depreciation, and $21.3 million of amortization of intangibles. The decrease in cash from changes in working capital primarily consists of an increase in accounts receivable of $28.7 million primarily related to the timing of cash receipts, a decrease in deferred revenue of $22.1 million, and a decrease in taxes payable and receivable of $11.7 million due to the timing of tax payments.

Previous wording

Net cash used in investing activities in 2024 consists primarily of capital expenditures of $17.2 million primarily related to internal development of software and purchases of computer hardware.

Current wording

Net cash used in investing activities in 2024 consists primarily of capital expenditures of $29.9 million primarily related to internal development of software and purchases of computer hardware.

Previous wording

Net cash used in financing activities in 2024 is primarily due to purchases of treasury stock of $188.6 million and payments of $9.6 million of withholding taxes paid on behalf of employees for net-settled equity awards.

Current wording

Net cash used in financing activities in 2024 is primarily due to purchases of treasury stock of $387.4 million and payments of $10.1 million of withholding taxes paid on behalf of employees for net-settled stock awards.

Previous wording

Net cash provided by operating activities in 2023 includes adjustments to earnings of $41.6 million of stock-based compensation expense, $12.1 million of amortization of intangibles, and $10.6 million of depreciation. The decrease in cash from changes in working capital primarily consists of an increase in accounts receivable of $65.7 million primarily related to the timing of cash receipts and a decrease in accounts payable and other liabilities of $34.4 million due to the timing of payments. These changes were partially offset by an increase in income taxes payable of $19.8 million primarily related to the timing of tax payments.

Current wording

Net cash provided by operating activities in 2023 includes adjustments to earnings of $102.2 million of stock-based compensation expense, $25.1 million of depreciation, and $23.4 million of amortization of intangibles. The decrease in cash from changes in working capital primarily consists of an increase in accounts receivable of $83.1 million primarily related to the timing of cash receipts, and a decrease in accounts payable and other liabilities of $28.0 million due to the timing of payments. These changes were partially offset by an increase in income taxes payable of $4.0 million primarily related to the timing of tax payments.

Previous wording

Net cash used in investing activities in 2023 consists primarily of capital expenditures of $19.8 million primarily related to internal development of software and purchases of computer hardware.

Current wording

Net cash used in investing activities in 2023 consists primarily of capital expenditures of $37.5 million primarily related to internal development of software and purchases of computer hardware.

Previous wording

Net cash used in financing activities in 2023 is primarily due to purchases of treasury stock of $112.5 million, payments of $2.1 million of withholding taxes paid on behalf of employees for net-settled equity awards, and purchases of non-controlling interests for $1.6 million. These uses of cash were partially offset by $11.2 million of proceeds from the issuance of common stock pursuant to stock-based awards.

Current wording

Net cash used in financing activities in 2023 is primarily due to purchases of treasury stock of $145.1 million, payments of $2.6 million of withholding taxes paid on behalf of employees for net-settled stock awards, and purchases of non-controlling interests for $1.9 million. These uses of cash were partially offset by $15.8 million of proceeds from the issuance of common stock pursuant to stock-based awards.

Previous wording

We have entered into various purchase commitments, primarily consisting of web hosting services. Our obligations under these various purchase commitments are $73.1 million for the remainder of 2024, $85.0 million for 2025, and $14.2 million for 2026.

Current wording

We have entered into various purchase commitments, primarily consisting of web hosting services. Our obligations under these various purchase commitments are $45.3 million for the remainder of 2024, $85.0 million for 2025, and $14.2 million for 2026.

Previous wording

On January 30, 2024, the Board of Directors of the Company approved a share repurchase program for the repurchase of up to $1.0 billion in aggregate value of shares of Match Group stock. Under the share repurchase program, shares of our common stock may be purchased on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means, including through Rule 10b5-1 trading plans. The share repurchase program may be commenced, suspended or discontinued at any time. During the three months ended March 31, 2024, we repurchased 5.6 million shares for $197.6 million on a trade date basis under the share repurchase program. As of May 3, 2024, $800.0 million in aggregate value of shares of Match Group stock remains available under the share repurchase program.

Current wording

On January 30, 2024, the Board of Directors of the Company approved a share repurchase program for the repurchase of up to $1.0 billion in aggregate value of shares of Match Group stock. Under the share repurchase program, shares of our common stock may be purchased on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means, including through Rule 10b5-1 trading plans. The share repurchase program may be commenced, suspended or discontinued at any time. During the six months ended June 30, 2024, we repurchased 12.0 million shares for $394.9 million on a trade date basis under the share repurchase program. As of July 26, 2024, $527.7 million in aggregate value of shares of Match Group stock remains available under the share repurchase program.

Previous wording

During the three months ended March 31, 2024, there were no material changes to the Company’s critical accounting policies and estimates since the disclosure in our Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

During the six months ended June 30, 2024, there were no material changes to the Company’s critical accounting policies and estimates since the disclosure in our Annual Report on Form 10-K for the year ended December 31, 2023.