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IAC Inc

For the period ended Dec 31, 2024. Filed Feb 28, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 28, 2025

PPLI$43.79+0.9%Stored close · as of Nov 10, 2026

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Item 8. Financial Statements and Supplementary Data

To the Shareholders and the Board of Directors of IAC Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of IAC Inc. and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive operations, shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 28, 2025 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Valuation of Goodwill
Description of the MatterAs of December 31, 2024, the Company’s goodwill was $2.9 billion. As disclosed in Note 2 to the consolidated financial statements, goodwill is assessed annually for impairment using either a qualitative or quantitative approach as of October 1, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. Auditing management’s quantitative impairment tests for goodwill was challenging given the inherent judgements and estimates involved in estimating the fair value of the reporting units. Specifically, the fair value estimates of the Company’s Angi Ads and Leads, Angi Services and Care.com reporting units were sensitive to assumptions such as the discount rate, revenue growth rates and future cash flows, which are affected by factors such as expected future industry or economic conditions.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of the Company’s controls over its goodwill impairment review process. For example, we tested the controls over the Company’s review of the significant assumptions in estimating the fair value of the reporting units. To test the estimated fair values of the Angi Ads and Leads, Angi Services, and Care.com reporting units, our audit procedures included, among others, assessing the methodologies used to develop the estimated fair values and testing the significant assumptions and underlying data used by the Company. We evaluated the Company’s underlying forecast and budget information by comparing the significant assumptions to historical results, forecasted information included in analyst reports and the Company's guideline companies in the same industry and current economic trends. We performed sensitivity analyses of significant assumptions to evaluate the changes in the estimated fair values of the reporting units that would result from changes in the assumptions. In addition, we involved internal valuation specialists to assist in evaluating the methodologies and significant assumptions applied in developing the fair value estimates.
Revenue Processed by Highly Automated Proprietary Systems - Consumer Connection Revenue
Description of the MatterAs described in Note 2 to the consolidated financial statements, the Company’s revenue includes domestic Ads and Leads revenue. Ads and Leads revenue includes consumer connection revenue, which comprises fees paid by service professionals for consumer matches. Domestic consumer connection revenue was $606.6 million, as disclosed in Note 9, for the year ended December 31, 2024. The Company’s domestic consumer connection revenue is based on contractual terms with the Company’s customers and is comprised of a significant volume of low-dollar transactions. The processing and recording of domestic consumer connection revenue is highly automated within the Company’s information technology (“IT”) systems that are principally proprietary. Given the complexity of the IT systems involved, auditing domestic consumer connection revenue required a significant extent of effort and increased involvement of professionals with expertise in IT to identify, test, and evaluate the Company’s relevant systems and automated controls utilized to process and record these transactions.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls related to the recording and accounting for domestic consumer connection revenue. With the involvement of IT professionals, we identified the relevant systems used by the Company to process, calculate, and record revenue. Where applicable, we tested the IT general controls over those systems, including testing of user access controls, change management controls, and IT operations controls as well as certain automated application controls related to the recording of revenue at period end. We also tested the Company’s controls to address the completeness and accuracy of transaction data.Our audit procedures related to the Company’s domestic consumer connection revenue also included reconciling revenue recorded to cash received, testing the details for a sample of specific cash receipts to third party banking information and evidence of the related customer arrangement, testing the calculations of revenue performed within the Company’s systems to the amount recorded in the general ledger, and reviewing revenue trends occurring near year-end.

/s/Ernst & Young LLP

We have served as the Company’s auditor since 2019.

New York, New York

February 28, 2025

December 31,
20242023
(In thousands, except par value amounts)
ASSETS
Cash and cash equivalents$1,798,170$1,297,445
Marketable securities—148,998
Accounts receivable, net519,690536,650
Other current assets167,175257,499
Total current assets2,485,0352,240,592
Buildings, land, capitalized software, equipment and leasehold improvements, net392,761455,281
Goodwill2,877,0783,024,266
Intangible assets, net of accumulated amortization722,135874,705
Investment in MGM Resorts International2,242,6722,891,850
Long-term investments438,534411,216
Other non-current assets388,945473,267
TOTAL ASSETS$9,547,160$10,371,177
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
Current portion of long-term debt$35,000$30,000
Accounts payable, trade71,991105,514
Deferred revenue98,568143,449
Accrued expenses and other current liabilities680,633671,527
Total current liabilities886,192950,490
Long-term debt, net1,931,8471,993,154
Deferred income taxes13,867164,612
Other long-term liabilities410,866474,540
Redeemable noncontrolling interests25,41533,378
Commitments and contingencies
SHAREHOLDERS' EQUITY:
Common Stock, $0.0001 par value; authorized 1,600,000 shares; 84,831 and 84,465 shares issued and 80,481 and 80,115 shares outstanding at December 31, 2024 and 2023, respectively88
Class B common stock, $0.0001 par value; authorized 400,000 shares; 5,789 shares issued and outstanding at December 31, 2024 and 202311
Additional paid-in capital6,380,7006,340,312
(Accumulated deficit) retained earnings(538,974)923
Accumulated other comprehensive loss(11,396)(10,942)
Treasury stock, 4,350 shares at December 31, 2024 and 2023(252,441)(252,441)
Total IAC shareholders' equity5,577,8986,077,861
Noncontrolling interests701,075677,142
Total shareholders' equity6,278,9736,755,003
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY$9,547,160$10,371,177
Year Ended December 31,
202420232022
(In thousands, except per share data)
Revenue$3,807,233$4,365,235$5,235,280
Operating costs and expenses:
Cost of revenue (exclusive of depreciation shown separately below)1,059,9901,343,2541,933,705
Selling and marketing expense1,338,7321,576,2291,914,878
General and administrative expense817,658891,958991,983
Product development expense323,687334,491318,028
Depreciation126,890175,096130,986
Amortization of intangibles144,506295,970307,718
Goodwill impairment—9,000112,753
Total operating costs and expenses3,811,4634,625,9985,710,051
Operating loss(4,230)(260,763)(474,771)
Interest expense(155,888)(157,632)(110,165)
Unrealized (loss) gain on investment in MGM Resorts International(649,178)721,668(723,515)
Other income (expense), net116,89763,862(217,785)
(Loss) earnings from continuing operations before income taxes(692,399)367,135(1,526,236)
Income tax benefit (provision)159,069(108,818)331,087
Net (loss) earnings from continuing operations(533,330)258,317(1,195,149)
Earnings from discontinued operations, net of taxes——2,694
Net (loss) earnings(533,330)258,317(1,192,455)
Net (earnings) loss attributable to noncontrolling interests(6,567)7,62522,285
Net (loss) earnings attributable to IAC shareholders$(539,897)$265,942$(1,170,170)
Per share information from continuing operations:
Basic (loss) earnings per share$(6.49)$3.07$(13.58)
Diluted (loss) earnings per share$(6.49)$2.97$(13.58)
Per share information attributable to IAC common stock and Class B common stock shareholders:
Basic (loss) earnings per share$(6.49)$3.07$(13.55)
Diluted (loss) earnings per share$(6.49)$2.97$(13.55)
Stock-based compensation expense by function:
Cost of revenue$2,219$1,613$47
Selling and marketing expense7,2418,8088,293
General and administrative expense93,52493,50699,993
Product development expense9,53913,25415,143
Total stock-based compensation expense$112,523$117,181$123,476

CONSOLIDATED STATEMENT OF COMPREHENSIVE OPERATIONS

Year Ended December 31,
202420232022
(In thousands)
Net (loss) earnings$(533,330)$258,317$(1,192,455)
Other comprehensive (loss) income, net of income taxes:
Change in foreign currency translation adjustment(2,860)3,428(18,829)
Change in net unrealized gains and losses on interest rate swaps2,003(696)—
Change in unrealized gains and losses on available-for-sale marketable debt securities(20)(33)53
Total other comprehensive (loss) income, net of income taxes(877)2,699(18,776)
Comprehensive (loss) income, net of income taxes(534,207)261,016(1,211,231)
Components of comprehensive (income) loss attributable to noncontrolling interests:
Net (earnings) loss attributable to noncontrolling interests(6,567)7,62522,285
Change in foreign currency translation adjustment attributable to noncontrolling interests412(513)1,235
Comprehensive (income) loss attributable to noncontrolling interests(6,155)7,11223,520
Comprehensive (loss) income attributable to IAC shareholders$(540,362)$268,128$(1,187,711)

CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY

RedeemableNoncontrollingInterests · Common Stock,$.0001 par value · Class B Common Stock, $.0001 par value · Additional Paid-in Capital · Retained Earnings (Accumulated Deficit) · AccumulatedOtherComprehensiveIncome (Loss) · Treasury Stock · Total IAC Shareholders' Equity · NoncontrollingInterests · Total Shareholders' Equity
$ · Shares · $ · Shares
(In thousands)
Balance at December 31, 2021$18,741$883,922$15,789$6,265,669$905,151$4,397$—$7,175,226$573,734$7,748,960
Net loss(2,130)—————(1,170,170)——(1,170,170)(20,155)(1,190,325)
Other comprehensive loss———————(17,541)—(17,541)(1,235)(18,776)
Stock-based compensation expense—————70,808———70,80855,891126,699
Issuance of common stock pursuant to stock-based awards, net of withholding taxes——262——(16,905)———(16,905)—(16,905)
Issuance of Angi Inc. common stock pursuant to stock-based awards, net of withholding taxes—————(12,276)—11—(12,265)3,638(8,627)
Purchase of IAC treasury stock————————(85,323)(85,323)—(85,323)
Purchase of Angi Inc. treasury stock—————(8,144)———(8,144)—(8,144)
Purchase of noncontrolling interests(1,179)———————————
Adjustment of noncontrolling interests to redemption amount24,229————(24,229)———(24,229)—(24,229)
Issuance of Vivian Health preferred shares, net of fees, and the reclassification and creation of noncontrolling interest and subsequent adjustment to liquidation value(11,782)————17,818———17,81836,88254,700
Adjustment to noncontrolling interests resulting from the reorganization of a foreign subsidiary—————7,580———7,580(7,835)(255)
Other(644)————(5,241)———(5,241)(5,241)
Balance at December 31, 2022$27,235$884,184$15,789$6,295,080$(265,019)$(13,133)$(85,323)$5,931,614$640,920$6,572,534
Net (loss) earnings(1,175)—————265,942——265,942(6,450)259,492
Other comprehensive income, net of income taxes———————2,186—2,1865132,699
Stock-based compensation expense—————73,562———73,56248,388121,950
Issuance of common stock pursuant to stock-based awards, net of withholding taxes——281——(9,814)———(9,814)—(9,814)
Issuance of Angi Inc. common stock pursuant to stock-based awards, net of withholding taxes—————(5,620)—5—(5,615)(673)(6,288)
Purchase of IAC treasury stock————————(167,118)(167,118)—(167,118)
Purchase of Angi Inc. treasury stock—————(11,099)———(11,099)—(11,099)
Adjustment of noncontrolling interests to redemption amount7,567————(7,567)———(7,567)—(7,567)
Adjustment to the liquidation value of Vivian Health preferred shares—————5,527———5,527(5,527)—
Other(249)————243———243(29)214
Balance at December 31, 2023$33,378$884,465$15,789$6,340,312$923$(10,942)$(252,441)$6,077,861$677,142$6,755,003

CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (CONTINUED)

RedeemableNoncontrollingInterests · Common Stock, $0.0001 par value · Class B Common Stock, $0.0001 par value · AdditionalPaid-inCapital · Retained Earnings (Accumulated Deficit) · AccumulatedOtherComprehensiveLoss · Treasury Stock · Total IACShareholders'Equity · NoncontrollingInterests · Total Shareholders'Equity
$ · Shares · $ · Shares
(In thousands)
Balance at December 31, 2023$33,378$884,465$15,789$6,340,312$923$(10,942)$(252,441)$6,077,861$677,142$6,755,003
Net earnings (loss)587—————(539,897)——(539,897)5,980(533,917)
Other comprehensive loss, net of income taxes———————(465)—(465)(412)(877)
Stock-based compensation expense—————77,745———77,74540,619118,364
Issuance of common stock pursuant to stock-based awards, net of withholding taxes——366——(14,845)———(14,845)—(14,845)
Issuance of Angi Inc. common stock pursuant to stock-based awards, net of withholding taxes—————4,013—11—4,024(11,377)(7,353)
Purchase of Angi Inc. treasury stock—————(28,581)———(28,581)—(28,581)
Purchase of noncontrolling interests—————(11,296)———(11,296)(4,723)(16,019)
Adjustment of noncontrolling interests to redemption amount(6,970)————6,970———6,970—6,970
Adjustment to the liquidation value of Vivian Health preferred shares—————6,154———6,154(6,154)—
Other(1,580)————228———228—228
Balance at December 31, 2024$25,415$884,831$15,789$6,380,700$(538,974)$(11,396)$(252,441)$5,577,898$701,075$6,278,973
Year Ended December 31,
202420232022
(In thousands)
Cash flows from operating activities attributable to continuing operations:
Net (loss) earnings$(533,330)$258,317$(1,192,455)
Less: Earnings from discontinued operations, net of tax——2,694
Net (loss) earnings attributable to continuing operations(533,330)258,317(1,195,149)
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities attributable to continuing operations:
Unrealized loss (gain) on investment in MGM Resorts International649,178(721,668)723,515
Amortization of intangibles144,506295,970307,718
Depreciation126,890175,096130,986
Stock-based compensation expense112,523117,181123,476
Provision for credit losses61,94987,729116,553
Non-cash lease expense (including right-of-use asset impairments)54,050101,69570,922
Deferred income taxes(181,037)88,792(337,758)
Unrealized (increase) decrease in the estimated fair value of a warrant(20,393)(2,832)62,495
(Gains) losses on sales of businesses and investments in equity securities (including downward and upward adjustments), net(10,493)19,346(38,956)
Pension and post-retirement benefit (credit) cost(5,453)76209,991
Goodwill impairment—9,000112,753
Other adjustments, net(1,521)(12,315)17,963
Changes in assets and liabilities, net of effects of dispositions:
Accounts receivable(51,783)(37,296)(66,706)
Other assets103,86111,2818,920
Operating lease liabilities(69,783)(74,256)(63,843)
Accounts payable and other liabilities(9,333)(120,259)(247,912)
Income taxes payable and receivable(2,780)2,884(6,739)
Deferred revenue(12,533)(9,213)(11,020)
Net cash provided by (used in) operating activities attributable to continuing operations354,518189,528(82,791)
Cash flows from investing activities attributable to continuing operations:
Capital expenditures(65,506)(141,364)(139,753)
Net proceeds from sales of fixed assets12,83229,8059,780
Proceeds from maturities of marketable debt securities375,000550,000—
Purchases of marketable debt securities(221,788)(455,413)(233,928)
Net proceeds from the sales of businesses and investments177,16311,86190,767
Purchase of retirement investment fund(15,968)——
Proceeds from the sale of retirement investment fund2,326——
Net collections of notes receivable11,83411,29719,497
Purchases of investments(53)(103,555)(3,036)
Purchases of investment in MGM Resorts International——(244,256)
Other, net9859,9026,121
Net cash provided by (used in) investing activities attributable to continuing operations276,825(87,467)(494,808)
Cash flows from financing activities attributable to continuing operations:
Principal payments on Dotdash Meredith Term Loans(67,964)(30,000)(30,000)
Proceeds from the issuance of Dotdash Meredith Term Loan B-17,964——
Proceeds from the exercise of IAC stock options—130—
Withholding taxes paid on behalf of IAC employees on net settled stock-based awards(14,976)(10,587)(18,068)
Withholding taxes paid on behalf of Angi Inc. employees on net settled stock-based awards(7,578)(5,994)(8,827)
Purchases of Angi Inc. treasury stock(28,605)(10,932)(8,144)
Purchases of IAC treasury stock—(165,622)(85,323)
Purchase of noncontrolling interests(16,019)—(1,179)
Proceeds from the issuance of Vivian Health preferred shares, net of fees——34,700
Other, net(1,921)(8)4,190
Net cash used in financing activities attributable to continuing operations(129,099)(223,013)(112,651)
Total cash provided by (used in) continuing operations502,244(120,952)(690,250)
Effect of exchange rate changes on cash and cash equivalents and restricted cash(1,230)1,124(5,545)
Net increase (decrease) in cash and cash equivalents and restricted cash501,014(119,828)(695,795)
Cash and cash equivalents and restricted cash at beginning of period1,306,2411,426,0692,121,864
Cash and cash equivalents and restricted cash at end of period$1,807,255$1,306,241$1,426,069
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