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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 4, 2025
MATCH GROUP, INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | |
| Delaware | 001-34148 | 59-2712887 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
8750 North Central Expressway, Suite 1400
Dallas, TX 75231
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (214) 576-9352
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | | | | | | | | | | | | | |
| Securities registered pursuant to Section 12(b) of the Act: |
| Title of each class | | Trading Symbol | | Name of exchange on which registered |
| Common Stock, par value $0.001 | | MTCH | | The Nasdaq Stock Market LLC |
| | | | (Nasdaq Global Select Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
Item 7.01. Regulation FD Disclosure.
On February 4, 2025, Match Group, Inc. (“Match Group”) published a press release and executive commentary, each of which included results for the quarter and year ended December 31, 2024. The press release and executive commentary are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference. Match Group has also posted supplemental investor materials on the "Investor Relations" section of its website at https://ir.mtch.com.
Exhibits 99.1 and 99.2 are being furnished under both Item 2.02 “Results of Operations and Financial Condition” and Item 7.01 “Regulation FD Disclosure.”
Item 8.01. Other Events.
On February 4, 2025, Match Group announced that its Board of Directors declared a cash dividend of $0.19 per share of its outstanding common stock, payable on April 17, 2025 to stockholders of record as of the close of business on April 3, 2025.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits | | | | | |
Exhibit Number | Description |
| |
| |
| 104 | Inline XBRL for the cover page of this Current Report on Form 8-K |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| MATCH GROUP, INC. |
| | |
| By: | /s/ Gary Swidler |
| | Gary Swidler |
| | President and Chief Financial Officer |
Date: February 4, 2025
Match Group Announces Fourth Quarter and Full-Year Results
Company focused on execution of Investor Day plan including harnessing product innovations, especially with AI, to create more personalized, engaging, and authentic dating experiences
DALLAS, February 4, 2025 - Match Group (NASDAQ: MTCH) today announced financial results for the fourth quarter and full-year ended December 31, 2024.
“We had a strong finish to the year and are seeing solid peak season new user trends. We met our full-year 2024 AOI margin target through disciplined financial management. We’re focused on executing the plan we laid out at Investor Day: driving innovation to spur user growth, generating strong free cash flow, and returning significant capital to shareholders. Our 2025 outlook remains unchanged since Investor Day on a FX neutral basis, though the strengthening U.S. dollar continues to put pressure on as reported results,” said Steven Bailey, Incoming CFO.
Total Company Full Year 2024 Financial Highlights
•Total Revenue of $3.5 billion grew 3% year-over-year (“Y/Y”), up 6% on a foreign exchange (“FX”) neutral basis (“FXN”), driven by an 8% Y/Y increase in RPP to $19.12, partially offset by a 5% Y/Y decline in Payers to 14.9 million.
◦Excluding Hakuna and other of our live streaming services, Total Revenue was up 5% Y/Y, up 7% Y/Y FXN.
•Operating Income of $823 million declined 10% Y/Y, representing an Operating Income Margin of 24%.
•Adjusted Operating Income of $1.3 billion was flat Y/Y, representing an Adjusted Operating Income Margin of 36%.
•Operating Cash Flow and Free Cash Flow were $933 million and $882 million, respectively, for the year ended December 31, 2024. We deployed 85% of our free cash flow during the year for share repurchases. The last Apple payment of 2024, which we had expected in December, was received in early January 2025.
•The Company repurchased $753 million of stock in the year representing 22.2 million shares. As of February 4, 2025, $1.75 billion remained available for repurchase under the current repurchase programs.
•Diluted shares outstanding1 were 260.0 million as of January 31, 2025, a decrease of 7%, since January 26, 2024.
1 As defined on page 16 of this press release.
Total Company Q4 2024 Financial Highlights
•Total Revenue of $860 million declined 1% Y/Y, up 1% FXN, driven by a 4% Y/Y decline in Payers to 14.6 million, partially offset by a 3% Y/Y increase in RPP to $19.29.
◦Excluding Hakuna and other of our live streaming services, Total Revenue was up 1% Y/Y, up 3% Y/Y FXN.
•Operating Income of $223 million declined 14% Y/Y, representing an Operating Income Margin of 26%.
•Adjusted Operating Income of $324 million declined 10% Y/Y, representing an Adjusted Operating Income Margin of 38%.
•The Company repurchased $117 million of stock in the quarter, 3.1 million shares, at an average price of $37.38 per share.
The following table summarizes total company consolidated financial results for the three months ended and the years ended December 31, 2024 and 2023.
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| Three Months Ended December 31, | | Years Ended December 31, |
| (Dollars in millions, except RPP, Payers in thousands) | 2024 | | 2023 | | Y/Y Change | | 2024 | | 2023 | | Y/Y Change |
| Total Revenue | $ | 860 | | | $ | 866 | | | (1) | % | | $ | 3,479 | | | $ | 3,365 | | | 3 | % |
| Direct Revenue | $ | 845 | | | $ | 851 | | | (1) | % | | $ | 3,418 | | | $ | 3,308 | | | 3 | % |
| Operating Income | $ | 223 | | | $ | 260 | | | (14) | % | | $ | 823 | | | $ | 917 | | | (10) | % |
| Operating Income Margin | 26 | % | | 30 | % | | | | 24 | % | | 27 | % | | |
| Adjusted Operating Income | $ | 324 | | | $ | 362 | | | (10) | % | | $ | 1,252 | | | $ | 1,259 | | | — | % |
| Adjusted Operating Income Margin | 38 | % | | 42 | % | | | | 36 | % | | 37 | % | | |
| Payers | 14,607 | | | 15,186 | | | (4) | % | | 14,898 | | | 15,602 | | | (5) | % |
| RPP | $ | 19.29 | | | $ | 18.67 | | | 3 | % | | $ | 19.12 | | | $ | 17.67 | | | 8 | % |
A webcast of our fourth quarter 2024 results will be available at https://ir.mtch.com, along with our Executive Commentary and Supplemental Financial Materials. The webcast will begin on February 5, 2025 at 8:30 AM (ET). This press release, including the reconciliations of certain non-GAAP measures to their nearest comparable GAAP measures, is also available on that site.
Business Unit Performance
Tinder Full Year 2024 Financial Highlights
•Direct Revenue of $1.9 billion grew 1% Y/Y, up 4% FXN, driven by an 8% Y/Y increase in RPP to $16.68, largely offset by a 7% Y/Y decline in Payers to 9.7 million.
•Operating Income of $889 million declined 7% Y/Y, representing an Operating Income Margin of 45%.
•Adjusted Operating Income of $1.0 billion declined 3% Y/Y, representing an Adjusted Operating Income Margin of 51%.
Tinder Q4 2024 Financial Highlights
•Direct Revenue of $476 million declined 3% Y/Y, down 1% FXN, driven by a 5% decline in Payers to 9.5 million, partially offset by a 1% Y/Y increase in RPP to $16.72.
•Operating Income of $226 million declined 5% Y/Y, representing an Operating Income Margin of 46%.
•Adjusted Operating Income of $259 million declined 2% Y/Y, representing an Adjusted Operating Income Margin of 53%.
Tinder Operational Highlights
•Solid Peak Season New User Trends: Dating peak season new user trends have been solid in both the U.S. and international markets.
•Fostering a Clean Ecosystem: Tinder plans to continue its efforts to improve its ecosystem, including expansion of its face photo requirement and the use of biometrics to validate users. Early tests have shown a reduction in interactions with bad actors, as well as improvements in users’ perception of authenticity.
•Improving User Outcomes: In Q1 2025, Tinder intends to test AI-curated recommendations to deliver more personalized and engaging matches and broaden the availability of the new Friends in Common feature.
•Bringing the Fun Back to Dating: In Q2 2025, Tinder plans to begin testing its double-dating feature for users to match with other pairs of friends, which we expect to appeal especially to women and Gen Z seeking safer, lower-pressure ways to date. Tinder also intends to test an AI-enabled discovery experience, which we expect to enhance the matching experience for Tinder users.
The following table summarizes Tinder’s financial results for the three months ended and the years ended December 31, 2024 and 2023.
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| Three Months Ended December 31, | | Years Ended December 31, |
| (Dollars in millions, except RPP, Payers in thousands) | 2024 | | 2023 | | Y/Y Change | | 2024 | | 2023 | | Y/Y Change |
| Total Revenue | $ | 488 | | | $ | 506 | | | (3) | % | | $ | 1,991 | | | $ | 1,964 | | | 1 | % |
| Direct Revenue | $ | 476 | | | $ | 493 | | | (3) | % | | $ | 1,941 | | | $ | 1,918 | | | 1 | % |
| Operating Income | $ | 226 | | | $ | 238 | | | (5) | % | | $ | 889 | | | $ | 956 | | | (7) | % |
| Operating Income Margin | 46 | % | | 47 | % | | | | 45 | % | | 49 | % | | |
| Adjusted Operating Income | $ | 259 | | | $ | 265 | | | (2) | % | | $ | 1,017 | | | $ | 1,049 | | | (3) | % |
| Adjusted Operating Income Margin | 53 | % | | 52 | % | | | | 51 | % | | 53 | % | | |
| Payers | 9,491 | | | 9,968 | | | (5) | % | | 9,696 | | | 10,375 | | | (7) | % |
| RPP | $ | 16.72 | | | $ | 16.49 | | | 1 | % | | $ | 16.68 | | | $ | 15.40 | | | 8 | % |
Hinge Full Year 2024 Financial Highlights
•Direct Revenue of $550 million grew 39% Y/Y, driven by a 23% Y/Y increase in Payers to 1.5 million and a 13% Y/Y increase in RPP to $29.94.
•Operating Income of $121 million increased 64% Y/Y, representing an Operating Income Margin of 22%.
•Adjusted Operating Income of $166 million, increased 55% Y/Y, representing an Adjusted Operating Income Margin of 30%.
Hinge Q4 2024 Financial Highlights
•Direct Revenue of $148 million grew 27% Y/Y, driven by a 19% Y/Y increase in Payers to 1.6 million and a 7% Y/Y increase in RPP to $30.42.
•Operating Income of $31 million increased 14% Y/Y, representing an Operating Income Margin of 21%.
•Adjusted Operating Income of $44 million increased 10% Y/Y, representing an Adjusted Operating Income Margin of 30%.
Hinge Operational Highlights
•New Campaign Helping Drive U.S. New User Outperformance: Hinge’s new U.S. marketing campaign, “It’s Funny We Met on Hinge,” has helped drive strong peak season new user trends since its introduction, with particular strength among women.
•Upcoming Global Rollout of New Algorithm: Hinge’s revamped recommendation algorithm aims to improve match quality by leveraging nuanced user data. Initial tests showed double-digit improvements in new matches per user. A global launch is planned for March 2025.
•AI-Powered User Coaching: Prompt Feedback, which launched in January 2025, has improved user profiles and prompt quality. This feature, as well as Photo Finder, are expected to be included in the onboarding process in H1.
•Additional International Expansion: Hinge plans to expand into Mexico and Brazil in the second half of 2025.
The following table summarizes Hinge’s financial results for the three months ended and the years ended December 31, 2024 and 2023.
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| Three Months Ended December 31, | | Years Ended December 31, |
| (Dollars in millions, except RPP, Payers in thousands) | 2024 | | 2023 | | Y/Y Change | | 2024 | | 2023 | | Y/Y Change |
| Total Revenue | $ | 148 | | | $ | 116 | | | 27 | % | | $ | 550 | | | $ | 396 | | | 39 | % |
| Direct Revenue | $ | 148 | | | $ | 116 | | | 27 | % | | $ | 550 | | | $ | 396 | | | 39 | % |
| Operating Income | $ | 31 | | | $ | 27 | | | 14 | % | | $ | 121 | | | $ | 74 | | | 64 | % |
| Operating Income Margin | 21 | % | | 23 | % | | | | 22 | % | | 19 | % | | |
| Adjusted Operating Income | $ | 44 | | | $ | 40 | | | 10 | % | | $ | 166 | | | $ | 108 | | | 55 | % |
| Adjusted Operating Income Margin | 30 | % | | 34 | % | | | | 30 | % | | 27 | % | | |
| Payers | 1,619 | | | 1,362 | | | 19 | % | | 1,532 | | | 1,242 | | | 23 | % |
| RPP | $ | 30.42 | | | $ | 28.42 | | | 7 | % | | $ | 29.94 | | | $ | 26.61 | | | 13 | % |
Evergreen & Emerging (“E&E”) Full Year 2024 Financial Highlights
•Direct Revenue of $643 million declined 7% Y/Y driven by a 13% Y/Y decline in Payers to 2.7 million, partially offset by a 7% Y/Y increase in RPP to $20.10.
◦Excluding live streaming services, which we shut down in mid-2024, Direct Revenue was down 3% Y/Y, down 3% Y/Y FXN.
•Operating Income of $66 million decreased 20% Y/Y, representing an Operating Income Margin of 10%.
•Adjusted Operating Income of $170 million increased 4% Y/Y, representing an Adjusted Operating Income Margin of 26%.
E&E Q4 2024 Financial Highlights
•Direct Revenue of $155 million, declined 8% Y/Y, driven by a 14% Y/Y decrease in Payers to 2.5 million, partially offset by a 7% Y/Y increase in RPP to $20.80.
◦Excluding live streaming services, Direct Revenue was down 3% Y/Y, down 3% Y/Y FXN.
•Operating Income of $26 million increased 107% Y/Y, representing an Operating Income Margin of 16%.
•Adjusted Operating Income of $48 million increased 29% Y/Y, representing an Adjusted Operating Income Margin of 31%.
E&E Operational Highlights
•Platform Consolidation and Efficiencies: Salams, Plenty of Fish, and Meetic are on track to migrate to the shared tech platform by 2025 year-end, which is expected to continue unlocking efficiencies and operational benefits across E&E brands.
•Growth Inflection Point: Emerging brands’ revenue growth is expected to increasingly offset Evergreen brands’ revenue declines throughout 2025.
•Driving Engagement and Innovation: Social mode, first introduced on Yuzu, is now being tested on Chispa and BLK. The feature is showing higher engagement among women and offering us new insights into social features in dating apps.
The following table summarizes Evergreen and Emerging’s financial results for the three months ended and the years ended December 31, 2024 and 2023.
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| Three Months Ended December 31, | | Years Ended December 31, |
| (Dollars in millions, except RPP, Payers in thousands) | 2024 | | 2023 | | Y/Y Change | | 2024 | | 2023 | | Y/Y Change |
| Total Revenue | $ | 158 | | | $ | 171 | | | (7) | % | | $ | 654 | | | $ | 701 | | | (7) | % |
| Direct Revenue | $ | 155 | | | $ | 168 | | | (8) | % | | $ | 643 | | | $ | 691 | | | (7) | % |
| Operating Income | $ | 26 | | | $ | 13 | | | 107 | % | | $ | 66 | | | $ | 82 | | | (20) | % |
| Operating Income Margin | 16 | % | | 7 | % | | | | 10 | % | | 12 | % | | |
| Adjusted Operating Income | $ | 48 | | | $ | 37 | | | 29 | % | | $ | 170 | | | $ | 164 | | | 4 | % |
| Adjusted Operating Income Margin | 31 | % | | 22 | % | | | | 26 | % | | 23 | % | | |
| Payers | 2,485 | | | 2,887 | | | (14) | % | | 2,666 | | | 3,066 | | | (13) | % |
| RPP | $ | 20.80 | | | $ | 19.38 | | | 7 | % | | $ | 20.10 | | | $ | 18.79 | | | 7 | % |
Match Group Asia (“MG Asia”) Full Year 2024 Financial Highlights
•Direct Revenue of $284 million declined 6% Y/Y, up 2% Y/Y FXN, driven by a 14% Y/Y decline in RPP to $23.56, partially offset by a 9% Y/Y increase in Payers to 1.0 million.
◦Excluding Hakuna, which we shut down in mid-2024, Direct Revenue was down 3% Y/Y, up 6% Y/Y FXN.
•Operating Loss of $32 million increased 273% Y/Y, representing an Operating Loss Margin of 11%.
•Adjusted Operating Income of $61 million declined 2% Y/Y, representing an Adjusted Operating Income Margin of 21%.
MG Asia Q4 2024 Financial Highlights
•Direct Revenue of $67 million declined 9% Y/Y, down 5% Y/Y FXN, driven by a 13% Y/Y decline in RPP to $21.95, partially offset by a 4% Y/Y increase in Payers to 1.0 million.
◦Excluding Hakuna, Direct Revenue was down 1% Y/Y, up 4% Y/Y FXN.
•Operating Loss of $0.4 million declined 94% Y/Y, representing an Operating Loss Margin of 1%.
•Adjusted Operating Income of $16 million increased 24% Y/Y, representing an Adjusted Operating Income Margin of 24%.
MG Asia Operational Highlights
•Azar Market Expansion: Azar’s 2025 strategy focuses on expanding in European markets and the U.S., given that its 1:1 video chat experience is particularly resonating with Gen Z users looking for a fun, lower pressure way to connect.
•Pairs’ Growth Strategy: Pairs is focused on driving growth through product-focused marketing, boosting Payers and RPP through monetization initiatives, and expanding the app in Asia, with a planned Korea launch in Q1 2025.
The following table summarizes MG Asia’s financial results for the three months ended and the years ended December 31, 2024 and 2023.
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| Three Months Ended December 31, | | Years Ended December 31, |
| (Dollars in millions, except RPP, Payers in thousands) | 2024 | | 2023 | | Y/Y Change | | 2024 | | 2023 | | Y/Y Change |
| Total Revenue | $ | 67 | | | $ | 74 | | | (10) | % | | $ | 285 | | | $ | 303 | | | (6) | % |
| Direct Revenue | $ | 67 | | | $ | 74 | | | (9) | % | | $ | 284 | | | $ | 303 | | | (6) | % |
| Operating Loss | $ | — | | | $ | (7) | | | (94) | % | | $ | (32) | | | $ | (9) | | | 273 | % |
| Operating Loss Margin | (1) | % | | (9) | % | | | | (11) | % | | (3) | % | | |
| Adjusted Operating Income | $ | 16 | | | $ | 13 | | | 24 | % | | $ | 61 | | | $ | 62 | | | (2) | % |
| Adjusted Operating Income Margin | 24 | % | | 17 | % | | | | 21 | % | | 20 | % | | |
| Payers | 1,012 | | | 969 | | | 4 | % | | 1,004 | | | 919 | | | 9 | % |
| RPP | $ | 21.95 | | | $ | 25.32 | | | (13) | % | | $ | 23.56 | | | $ | 27.50 | | | (14) | % |
Dividend Declaration
Match Group's Board of Directors has declared a cash dividend of $0.19 per share of the company's common stock. The dividend is payable on April 17, 2025 to stockholders of record as of April 3, 2025.
Financial Outlook
For Q1 2025 and Full year 2025, Match Group expects:
Q1 2025
•Total Revenue of $820 to $830 million, down 3% to 5% Y/Y.
◦On an FXN basis and excluding Hakuna and other of our live streaming services, Total Revenue to be flat to up 1% Y/Y.
◦FX to be a three-point Y/Y headwind and the exit of Hakuna and other of our live streaming services to be just under a two-point Y/Y headwind. The extra day in Q1’24 because of leap year is an additional one-point Y/Y headwind.
•Adjusted Operating Income of $260 to $265 million, down 5% to 7% Y/Y.
•Adjusted Operating Income Margin of 32% at the mid-point of the ranges.
Full Year 2025
•Total Revenue of $3,375 to $3,500 million, down 3% to up 1% Y/Y.
◦On an FXN basis and excluding Hakuna and other of our live streaming services, Total Revenue to be flat to up 4% Y/Y.
◦FX to be a slightly more than two-point Y/Y headwind and the exit of Hakuna and other of our live streaming services to be an additional one-point Y/Y headwind.
•Adjusted Operating Income of $1,232 to $1,278 million, or roughly flat AOI Y/Y at the midpoint of the range.
•Adjusted Operating Income Margin of at least 36.5%.
•Stock-based compensation expense of $305 to $315 million.
•Capital expenditures of $45 to $55 million.
•FCF of $1,000 million to $1,030 million, representing ~81% FCF conversion of AOI at the mid-point of the ranges.
•Effective income tax rate in the low-20%s.
•Use of at least 75% of FCF for share repurchases and to target returning at least 100% of FCF to shareholders through dividends and share repurchases.
•Reduction of diluted shares outstanding by 5% to 7% over the course of 2025.
Financial Results
Consolidated Operating Costs and Expenses
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| Three Months Ended December 31, |
| (Dollars in thousands) | 2024 | | % of Revenue | | 2023 | | % of Revenue | | Y/Y Change |
| Cost of revenue | $ | 236,414 | | | 27% | | $ | 208,112 | | | 24% | | 14 | % |
| Selling and marketing expense | 145,515 | | | 17% | | 158,898 | | | 18% | | (8) | % |
| General and administrative expense | 114,371 | | | 13% | | 108,205 | | | 12% | | 6 | % |
| Product development expense | 109,138 | | | 13% | | 97,571 | | | 11% | | 12 | % |
| Depreciation | 20,584 | | | 2% | | 19,380 | | | 2% | | 6 | % |
| Impairment and amortization of intangibles | 10,766 | | | 1% | | 13,810 | | | 2% | | (22) | % |
| Total operating costs and expenses | $ | 636,788 | | | 74% | | $ | 605,976 | | | 70% | | 5 | % |
Liquidity and Capital Resources
During the year ended December 31, 2024, we generated operating cash flow of $933 million and Free Cash Flow of $882 million.
During the quarter ended December 31, 2024, we repurchased 3.1 million shares of our common stock for $117 million on a trade date basis at an average price of $37.38. For the full year 2024, we repurchased 22.2 million shares of our common stock for $753 million at an average price of $33.86.
On December 10, 2024, our board of directors authorized a new repurchase program of up to $1.5 billion in aggregate value of shares of Match Group common stock which will take effect when the $247 million available under the previous share repurchase program authorization is exhausted. In total, we have $1.75 billion in aggregate value of shares of Match Group stock available under our share repurchase programs as of February 4, 2025.
As of December 31, 2024, we had $971 million in cash, cash equivalents, and short-term investments and $3.9 billion of long-term debt, $3.5 billion of which is fixed rate debt, including $1.2 billion of Exchangeable Senior Notes. Our $500 million revolving credit facility was undrawn as of December 31, 2024. Match Group’s trailing twelve-month leverage2 as of December 31, 2024 was 3.1x on a gross basis and 2.3x on a net basis.
On January 21, 2025, we paid a dividend of $0.19 per share to holders of record on January 6, 2025. The total cash payout was $48 million.
On January 21, 2025, we repaid the outstanding $425 million balance on our Term Loan with cash on hand.
2 Leverage is calculated utilizing the non-GAAP measure Adjusted Operating Income as the denominator. For a reconciliation of the non-GAAP measure for each period presented, see page 14.
GAAP Financial Statements
Consolidated Statement of Operations | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Years Ended December 31, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | |
| | (In thousands, except per share data) |
| Revenue | $ | 860,176 | | | $ | 866,228 | | | $ | 3,479,373 | | | $ | 3,364,504 | |
| Operating costs and expenses: | | | | | | | |
| Cost of revenue (exclusive of depreciation shown separately below) | 236,414 | | | 208,112 | | | 991,273 | | | 954,014 | |
| Selling and marketing expense | 145,515 | | | 158,898 | | | 622,100 | | | 586,262 | |
| General and administrative expense | 114,371 | | | 108,205 | | | 438,839 | | | 413,609 | |
| Product development expense | 109,138 | | | 97,571 | | | 442,175 | | | 384,185 | |
| Depreciation | 20,584 | | | 19,380 | | | 87,499 | | | 61,807 | |
| Impairments and amortization of intangibles | 10,766 | | | 13,810 | | | 74,175 | | | 47,731 | |
| Total operating costs and expenses | 636,788 | | | 605,976 | | | 2,656,061 | | | 2,447,608 | |
| Operating income | 223,388 | | | 260,252 | | | 823,312 | | | 916,896 | |
| Interest expense | (39,560) | | | (40,414) | | | (160,071) | | | (159,887) | |
| | | | | | | |
| Other income, net | 13,716 | | | 5,043 | | | 40,815 | | | 19,772 | |
Earnings before income taxes | 197,544 | | | 224,881 | | | 704,056 | | | 776,781 | |
Income tax (provision) benefit | (39,266) | | | 4,799 | | | (152,743) | | | (125,309) | |
Net earnings | 158,278 | | | 229,680 | | | 551,313 | | | 651,472 | |
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Net loss (earnings) attributable to noncontrolling interests | 18 | | | (22) | | | (37) | | | 67 | |
Net earnings attributable to Match Group, Inc. shareholders | $ | 158,296 | | | $ | 229,658 | | | $ | 551,276 | | | $ | 651,539 | |
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| | | | | | | |
Net earnings per share attributable to Match Group, Inc. shareholders: | | | | | | | |
| Basic | $ | 0.63 | | | $ | 0.85 | | | $ | 2.12 | | | $ | 2.36 | |
| Diluted | $ | 0.59 | | | $ | 0.81 | | | $ | 2.02 | | | $ | 2.26 | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| Basic shares outstanding | 251,715 | | | 270,576 | | | 260,299 | | | 275,773 | |
| Diluted shares outstanding | 272,549 | | | 288,205 | | | 279,063 | | | 293,284 | |
| | | | | | | |
| Stock-based compensation expense by function: | | | | | | | |
| Cost of revenue | $ | 1,748 | | | $ | 1,423 | | | $ | 7,015 | | | $ | 5,934 | |
| Selling and marketing expense | 3,225 | | | 2,885 | | | 12,620 | | | 9,730 | |
| General and administrative expense | 27,686 | | | 29,443 | | | 103,554 | | | 98,510 | |
| Product development expense | 36,547 | | | 34,403 | | | 144,192 | | | 117,925 | |
| Total stock-based compensation expense | $ | 69,206 | | | $ | 68,154 | | | $ | 267,381 | | | $ | 232,099 | |
Consolidated Balance Sheet | | | | | | | | | | | |
| December 31, 2024 | | December 31, 2023 |
| | | |
| (In thousands) |
| ASSETS | | | |
| Cash and cash equivalents | $ | 965,993 | | | $ | 862,440 | |
| Short-term investments | 4,734 | | | 6,200 | |
| Accounts receivable, net | 324,963 | | | 298,648 | |
| | | |
| | | |
| Other current assets | 102,072 | | | 104,023 | |
| | | |
| Total current assets | 1,397,762 | | | 1,271,311 | |
| | | |
| | | |
| Property and equipment, net | 158,189 | | | 194,525 | |
| Goodwill | 2,310,730 | | | 2,342,612 | |
| Intangible assets, net | 215,448 | | | 305,746 | |
| Deferred income taxes | 262,557 | | | 259,803 | |
| | | |
| Other non-current assets | 121,085 | | | 133,889 | |
| | | |
| TOTAL ASSETS | $ | 4,465,771 | | | $ | 4,507,886 | |
| | | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | | | |
| LIABILITIES | | | |
| | | |
| | | |
| Accounts payable | $ | 18,262 | | | $ | 13,187 | |
| Deferred revenue | 166,142 | | | 211,282 | |
| | | |
| | | |
| Accrued expenses and other current liabilities | 365,057 | | | 307,299 | |
| | | |
| Total current liabilities | 549,461 | | | 531,768 | |
| | | |
| Long-term debt, net | 3,848,983 | | | 3,842,242 | |
| Income taxes payable | 33,332 | | | 24,860 | |
| Deferred income taxes | 11,770 | | | 26,302 | |
| | | |
| | | |
| Other long-term liabilities | 85,882 | | | 101,787 | |
| | | |
| | | |
| | | |
| | | |
| Commitments and contingencies | | | |
| | | |
| SHAREHOLDERS’ EQUITY | | | |
| Common stock | 294 | | | 290 | |
| | | |
| | | |
| | | |
| | | |
| Additional paid-in capital | 8,756,482 | | | 8,529,200 | |
| Retained deficit | (6,579,753) | | | (7,131,029) | |
| Accumulated other comprehensive loss | (449,611) | | | (385,471) | |
| Treasury stock | (1,791,071) | | | (1,032,538) | |
| Total Match Group, Inc. shareholders’ equity | (63,659) | | | (19,548) | |
| Noncontrolling interests | 2 | | | 475 | |
| Total shareholders’ equity | (63,657) | | | (19,073) | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 4,465,771 | | | $ | 4,507,886 | |
Consolidated Statement of Cash Flows | | | | | | | | | | | |
| | Years Ended December 31, |
| | 2024 | | 2023 |
| | | |
| | (In thousands) |
Cash flows from operating activities: | | | |
| | | |
| | | |
Net earnings | $ | 551,313 | | | $ | 651,472 | |
| Adjustments to reconcile net earnings to net cash provided by operating activities: | | | |
| Stock-based compensation expense | 267,381 | | | 232,099 | |
| Depreciation | 87,499 | | | 61,807 | |
| Impairments and amortization of intangibles | 74,175 | | | 47,731 | |
| Deferred income taxes | (14,952) | | | 26,612 | |
| | | |
| | | |
| Other adjustments, net | 2,019 | | | 9,932 | |
| Changes in assets and liabilities | | | |
| Accounts receivable | (29,788) | | | (107,412) | |
| Other assets | 25,337 | | | 25,055 | |
| Accounts payable and other liabilities | (9,395) | | | (5,961) | |
| Income taxes payable and receivable | 22,213 | | | (3,337) | |
| Deferred revenue | (43,083) | | | (41,207) | |
Net cash provided by operating activities | 932,719 | | | 896,791 | |
Cash flows from investing activities: | | | |
| | | |
| Capital expenditures | (50,578) | | | (67,412) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| Other, net | (7,960) | | | (9,169) | |
| Net cash used in investing activities | (58,538) | | | (76,581) | |
Cash flows from financing activities: | | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| Proceeds from issuance of common stock pursuant to stock-based awards | 13,584 | | | 19,916 | |
Withholding taxes paid on behalf of employees on net settled stock-based awards | (11,441) | | | (5,933) | |
| | | |
| | | |
| | | |
Purchase of treasury stock | (752,674) | | | (546,198) | |
| | | |
| Purchase of noncontrolling interests | (1,291) | | | (1,872) | |
| | | |
| | | |
| Other, net | (6,482) | | | 19 | |
Net cash used in financing activities | (758,304) | | | (534,068) | |
Total cash provided | 115,877 | | | 286,142 | |
| | | |
| | | |
| | | |
| | | |
| Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (12,324) | | | 3,782 | |
| Net increase in cash, cash equivalents, and restricted cash | 103,553 | | | 289,924 | |
| Cash, cash equivalents, and restricted cash at beginning of period | 862,440 | | | 572,516 | |
| Cash, cash equivalents, and restricted cash at end of period | $ | 965,993 | | | $ | 862,440 | |
Reconciliations of GAAP to Non-GAAP Measures
Reconciliation of Operating Income (Loss) to Adjusted Operating Income
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, 2024 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 226,346 | | | $ | 30,556 | | | $ | 26,021 | | | $ | (418) | | | $ | (59,117) | | | $ | — | | | $ | 223,388 | |
| Stock-based compensation expense | 23,584 | | | 12,695 | | | 12,944 | | | 5,135 | | | 14,848 | | | — | | | 69,206 | |
| Depreciation | 9,235 | | | 621 | | | 5,822 | | | 3,877 | | | 1,029 | | | — | | | 20,584 | |
Amortization of intangibles | — | | | — | | | 3,471 | | | 7,295 | | | — | | | — | | | 10,766 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income (Loss) | $ | 259,165 | | | $ | 43,872 | | | $ | 48,258 | | | $ | 15,889 | | | $ | (43,240) | | | $ | — | | | $ | 323,944 | |
| | | | | | | | | | | | | |
| Revenue | $ | 488,341 | | | $ | 147,688 | | | $ | 158,094 | | | $ | 66,754 | | | $ | — | | | $ | (701) | | | $ | 860,176 | |
| Operating Income (Loss) Margin | 46 | % | | 21 | % | | 16 | % | | (1) | % | | NA | | NA | | 26 | % |
| Adjusted Operating Income Margin | 53 | % | | 30 | % | | 31 | % | | 24 | % | | NA | | NA | | 38 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, 2023 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 238,476 | | | $ | 26,855 | | | $ | 12,599 | | | $ | (6,539) | | | $ | (11,139) | | | $ | — | | | $ | 260,252 | |
| Stock-based compensation expense | 17,865 | | | 12,440 | | | 14,055 | | | 7,280 | | | 16,514 | | | — | | | 68,154 | |
| Depreciation | 8,750 | | | 521 | | | 5,238 | | | 3,763 | | | 1,108 | | | — | | | 19,380 | |
Amortization of intangibles | — | | | — | | | 5,457 | | | 8,353 | | | — | | | — | | | 13,810 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income | $ | 265,091 | | | $ | 39,816 | | | $ | 37,349 | | | $ | 12,857 | | | $ | 6,483 | | | $ | — | | | $ | 361,596 | |
| | | | | | | | | | | | | |
| Revenue | $ | 505,721 | | | $ | 116,136 | | | $ | 170,567 | | | $ | 73,804 | | | $ | — | | | $ | — | | | $ | 866,228 | |
| Operating Income (Loss) Margin | 47 | % | | 23 | % | | 7 | % | | (9) | % | | NA | | NA | | 30 | % |
| Adjusted Operating Income Margin | 52 | % | | 34 | % | | 22 | % | | 17 | % | | NA | | NA | | 42 | % |
Reconciliation of Operating Income (Loss) to Adjusted Operating Income (Continued)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, 2024 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 889,222 | | | $ | 121,482 | | | $ | 66,088 | | | $ | (32,345) | | | $ | (221,135) | | | $ | — | | | $ | 823,312 | |
| Stock-based compensation expense | 90,141 | | | 42,673 | | | 54,922 | | | 25,818 | | | 53,827 | | | — | | | 267,381 | |
| Depreciation | 37,660 | | | 2,323 | | | 21,732 | | | 20,834 | | | 4,950 | | | — | | | 87,499 | |
Impairments and amortization of intangibles | — | | | — | | | 27,676 | | | 46,499 | | | — | | | — | | | 74,175 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income (Loss) | $ | 1,017,023 | | | $ | 166,478 | | | $ | 170,418 | | | $ | 60,806 | | | $ | (162,358) | | | $ | — | | | $ | 1,252,367 | |
| | | | | | | | | | | | | |
| Revenue | $ | 1,991,137 | | | $ | 550,435 | | | $ | 654,168 | | | $ | 284,522 | | | $ | — | | | $ | (889) | | | $ | 3,479,373 | |
| Operating Income (Loss) Margin | 45 | % | | 22 | % | | 10 | % | | (11) | % | | NA | | NA | | 24 | % |
| Adjusted Operating Income Margin | 51 | % | | 30 | % | | 26 | % | | 21 | % | | NA | | NA | | 36 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, 2023 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 955,519 | | | $ | 74,261 | | | $ | 82,460 | | | $ | (8,675) | | | $ | (186,669) | | | $ | — | | | $ | 916,896 | |
| Stock-based compensation expense | 68,644 | | | 31,459 | | | 50,268 | | | 23,399 | | | 58,329 | | | — | | | 232,099 | |
| Depreciation | 25,197 | | | 1,926 | | | 18,732 | | | 11,671 | | | 4,281 | | | — | | | 61,807 | |
Impairments and amortization of intangibles | — | | | — | | | 12,336 | | | 35,395 | | | — | | | — | | | 47,731 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income (Loss) | $ | 1,049,360 | | | $ | 107,646 | | | $ | 163,796 | | | $ | 61,790 | | | $ | (124,059) | | | $ | — | | | $ | 1,258,533 | |
| | | | | | | | | | | | | |
| Revenue | $ | 1,963,610 | | | $ | 396,485 | | | $ | 700,925 | | | $ | 303,484 | | | $ | — | | | $ | — | | | $ | 3,364,504 | |
| Operating Income (Loss) Margin | 49 | % | | 19 | % | | 12 | % | | (3) | % | | NA | | NA | | 27 | % |
| Adjusted Operating Income Margin | 53 | % | | 27 | % | | 23 | % | | 20 | % | | NA | | NA | | 37 | % |
Reconciliation of Operating Income to Adjusted Operating Income used in Leverage Ratios | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | Twelve months ended |
| | | | | | | | | | | | | 12/31/2024 |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | (In thousands) |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
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| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Operating Income | | | | | | | | | | | | | 823,312 | |
| Stock-based compensation expense | | | | | | | | | | | | | 267,381 | |
| Depreciation | | | | | | | | | | | | | 87,499 | |
Impairments and amortization of intangibles | | | | | | | | | | | | | 74,175 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income | | | | | | | | | | | | | $ | 1,252,367 | |
Reconciliation of Operating Cash Flow to Free Cash Flow | | | | | | | | | | | |
| Years Ended December 31, |
| 2024 | | 2023 |
| | | |
| (In thousands) |
| Net cash provided by operating activities | $ | 932,719 | | | $ | 896,791 | |
| Capital expenditures | (50,578) | | | (67,412) | |
| Free Cash Flow | $ | 882,141 | | | $ | 829,379 | |
Reconciliation of Forecasted Operating Income to Forecasted Adjusted Operating Income | | | | | | | | | | | |
| Three Months Ended
March 31, 2025 | | Year Ended
December 31, 2025 |
| (In millions) |
Operating Income | $155 to $160 | | $802 to $828 |
| Stock-based compensation expense | 70 | | 305 to 315 |
| Depreciation and impairments and amortization of intangibles | 35 | | 125 to 135 |
| Adjusted Operating Income | $260 to $265 | | $1,232 to $1,278 |
| | | |
| Revenue | $820 to $830 | | $3,375 to $3,500 |
| Operating Income Margin (at the mid-point of the ranges) | 19 | % | | 24 | % |
| Adjusted Operating Income Margin (at the mid-point of the ranges) | 32 | % | | 36.5 | % |
Reconciliation of Forecasted Cash Provided by Operating Activities to Forecasted Free Cash Flow | | | | | |
| Year Ended
December 31, 2025 |
| (In millions) |
Net cash provided by operating activities | $1,055 to $1,075 |
| Capital expenditures | 45-55 |
| Free Cash Flow | $1,000 to $1,030 |
Reconciliation of GAAP Revenue to Non-GAAP Revenue, Excluding Foreign Exchange Effects
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Years Ended December 31, |
| | 2024 | | $ Change | | % Change | | 2023 | | 2024 | | $ Change | | % Change | | 2023 |
| | | | | | | | | | | | | | | |
| | (Dollars in millions, rounding differences may occur) |
| Total Revenue, as reported | $ | 860.2 | | | $ | (6.1) | | | (1) | % | | $ | 866.2 | | | $ | 3,479.4 | | | $ | 114.9 | | | 3 | % | | $ | 3,364.5 | |
| Foreign exchange effects | 14.8 | | | | | | | | | 73.8 | | | | | | | |
| Total Revenue, excluding foreign exchange effects | $ | 875.0 | | | $ | 8.8 | | | 1 | % | | $ | 866.2 | | | $ | 3,553.1 | | | $ | 188.6 | | | 6 | % | | $ | 3,364.5 | |
| | | | | | | | | | | | | | | |
| Total Revenue, excluding Hakuna and other of our live streaming services, as reported | $ | 860.1 | | | $ | 8.6 | | | 1 | % | | $ | 851.5 | | | $ | 3,453.2 | | | $ | 154.8 | | | 5 | % | | $ | 3,298.5 | |
| Foreign exchange effects | 14.9 | | | | | | | | | 72.7 | | | | | | | |
| Total Revenue, excluding Hakuna and other of our live streaming services, excluding foreign exchange effects | $ | 874.9 | | | $ | 23.4 | | | 3 | % | | $ | 851.5 | | | $ | 3,525.9 | | | $ | 227.5 | | | 7 | % | | $ | 3,298.5 | |
| | | | | | | | | | | | | | | |
| Direct Revenue, as reported | $ | 845.4 | | | $ | (5.4) | | | (1) | % | | $ | 850.8 | | | $ | 3,418.0 | | | $ | 109.8 | | | 3 | % | | $ | 3,308.1 | |
| Foreign exchange effects | 14.5 | | | | | | | | | 72.8 | | | | | | | |
| Direct Revenue, excluding foreign exchange effects | $ | 859.9 | | | $ | 9.1 | | | 1 | % | | $ | 850.8 | | | $ | 3,490.8 | | | $ | 182.7 | | | 6 | % | | $ | 3,308.1 | |
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| Tinder Direct Revenue, as reported | $ | 476.0 | | | $ | (17.2) | | | (3) | % | | $ | 493.2 | | | $ | 1,940.6 | | | $ | 23.0 | | | 1 | % | | $ | 1,917.6 | |
| Foreign exchange effects | 11.0 | | | | | | | | | 45.6 | | | | | | | |
| Tinder Direct Revenue, excluding foreign exchange effects | $ | 487.0 | | | $ | (6.3) | | | (1) | % | | $ | 493.2 | | | $ | 1,986.2 | | | $ | 68.6 | | | 4 | % | | $ | 1,917.6 | |
| | | | | | | | | | | | | | | |
| Hinge Direct Revenue, as reported | $ | 147.7 | | | $ | 31.6 | | | 27 | % | | $ | 116.1 | | | $ | 550.4 | | | $ | 154.0 | | | 39 | % | | $ | 396.5 | |
| Foreign exchange effects | (0.1) | | | | | | | | | (0.4) | | | | | | | |
| Hinge Direct Revenue, excluding foreign exchange effects | $ | 147.6 | | | $ | 31.5 | | | 27 | % | | $ | 116.1 | | | $ | 550.1 | | | $ | 153.6 | | | 39 | % | | $ | 396.5 | |
| | | | | | | | | | | | | | | |
| E&E Direct Revenue, as reported | $ | 155.1 | | | $ | (12.8) | | | (8) | % | | $ | 167.8 | | | $ | 643.0 | | | $ | (48.4) | | | (7) | % | | $ | 691.4 | |
| Foreign exchange effects | 0.3 | | | | | | | | | 1.5 | | | | | | | |
| E&E Direct Revenue, excluding foreign exchange effects | $ | 155.4 | | | $ | (12.4) | | | (7) | % | | $ | 167.8 | | | $ | 644.5 | | | $ | (47.0) | | | (7) | % | | $ | 691.4 | |
| | | | | | | | | | | | | | | |
| E&E, excluding live streaming, Direct Revenue, as reported | $ | 155.0 | | | $ | (4.4) | | | (3) | % | | $ | 159.4 | | | $ | 633.2 | | | $ | (19.5) | | | (3) | % | | $ | 652.7 | |
| Foreign exchange effects | 0.3 | | | | | | | | | 1.5 | | | | | | | |
| E&E, excluding live streaming, Direct Revenue, excluding foreign exchange effects | $ | 155.3 | | | $ | (4.1) | | | (3) | % | | $ | 159.4 | | | $ | 634.6 | | | $ | (18.1) | | | (3) | % | | $ | 652.7 | |
| | | | | | | | | | | | | | | |
| MG Asia Direct Revenue, as reported | $ | 66.6 | | | $ | (6.9) | | | (9) | % | | $ | 73.6 | | | $ | 283.9 | | | $ | (18.7) | | | (6) | % | | $ | 302.6 | |
| Foreign exchange effects | 3.3 | | | | | | | | | 26.2 | | | | | | | |
| MG Asia Direct Revenue, excluding foreign exchange effects | $ | 69.9 | | | $ | (3.6) | | | (5) | % | | $ | 73.6 | | | $ | 310.1 | | | $ | 7.5 | | | 2 | % | | $ | 302.6 | |
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| MG Asia, excluding Hakuna, Direct Revenue, as reported | $ | 66.6 | | | $ | (0.7) | | | (1) | % | | $ | 67.3 | | | $ | 267.6 | | | $ | (7.7) | | | (3) | % | | $ | 275.3 | |
| Foreign exchange effects | 3.3 | | | | | | | | | 25.1 | | | | | | | |
| MG Asia, excluding Hakuna, Direct Revenue, excluding foreign exchange effects | $ | 69.9 | | | $ | 2.6 | | | 4 | % | | $ | 67.3 | | | $ | 292.7 | | | $ | 17.4 | | | 6 | % | | $ | 275.3 | |
Dilutive Securities
Match Group has various tranches of dilutive securities. The table below details these securities and their potentially dilutive impact (shares in millions; rounding differences may occur).
| | | | | | | | | | | | | | | | | | | |
| Average Exercise Price | | 1/31/2025 | | |
| Share Price | | | $35.70 | | | | | | | | |
| Absolute Shares | | | 251.6 | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Equity Awards | | | | | | | | | | | |
| Options | $17.98 | | 0.6 | | | | | | | | |
| RSUs and subsidiary denominated equity awards | | | 7.9 | | | | | | | | |
| Total Dilution - Equity Awards | | | 8.5 | | | | | | | | |
| Outstanding Warrants | | | | | | | | | | | |
| Warrants expiring on September 15, 2026 (6.6 million outstanding) | $133.98 | | — | | | | | | | | |
| Warrants expiring on April 15, 2030 (6.9 million outstanding) | $134.04 | | — | | | | | | | | |
| Total Dilution - Outstanding Warrants | | | — | | | | | | | | |
| | | | | | | | | | | |
| Total Dilution | | | 8.5 | | | | | | | | |
| % Dilution | | | 3.3% | | | | | | | | |
| Total Diluted Shares Outstanding | | | 260.0 | | | | | | | | |
______________________
The dilutive securities presentation above is calculated using the methods and assumptions described below; these are different from GAAP dilution, which is calculated based on the treasury stock method.
Options — The table above assumes the options are settled net of the option exercise price and employee withholding taxes, as is our practice effective January 2025, and the dilutive effect is presented as the net shares that would be issued upon exercise. Withholding taxes paid by the Company on behalf of the employees upon exercise is estimated to be $20.7 million, assuming the stock price in the table above and a 50% estimated employee withholding tax rate.
RSUs and subsidiary denominated equity awards — The table above assumes RSUs are settled net of employee withholding taxes, as is our practice effective January 2025, and the dilutive effect is presented as the net number of shares that would be issued upon vesting. Withholding taxes paid by the Company on behalf of the employees upon vesting is estimated to be $281.8 million, assuming the stock price in the table above and a 50% withholding rate.
All performance-based and market-based awards reflect the expected shares that will vest based on current performance or market estimates. The table assumes no change in the fair value estimate of the subsidiary denominated equity awards from the values used for GAAP purposes at December 31, 2024.
Exchangeable Senior Notes — The Company has two series of Exchangeable Senior Notes outstanding. In the event of an exchange, each series of Exchangeable Senior Notes can be settled in cash, shares, or a combination of cash and shares. At the time of each Exchangeable Senior Notes issuance, the Company purchased call options with a strike price equal to the exchange price of each series of Exchangeable Senior Notes (“Note Hedge”), which can be used to offset the dilution of each series of the Exchangeable Senior Notes. No dilution is reflected in the table above for any of the Exchangeable Senior Notes because it is the Company’s intention to settle the Exchangeable Senior Notes with cash equal to the face amount of the notes; any shares issued would be offset by shares received upon exercise of the Note Hedge.
Warrants — At the time of the issuance of each series of Exchangeable Senior Notes, the Company also sold warrants for the number of shares with the strike prices reflected in the table above. The cash generated from the exercise of the warrants is assumed to be used to repurchase Match Group shares and the resulting net dilution, if any, is reflected in the table above.
Non-GAAP Financial Measures
Match Group reports Adjusted Operating Income, Adjusted Operating Income Margin, Free Cash Flow, and Revenue Excluding Foreign Exchange Effects, all of which are supplemental measures to U.S. generally accepted accounting principles (“GAAP”). The Adjusted Operating Income, Adjusted Operating Income Margin, and Free Cash Flow measures are among the primary metrics by which we evaluate the performance of our business, on which our internal budget is based and by which management is compensated. Revenue Excluding Foreign Exchange Effects provides a comparable framework for assessing the performance of our business without the effect of exchange rate differences when compared to prior periods. We believe that investors should have access to the same set of tools that we use in analyzing our results. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP but should not be considered a substitute for or superior to GAAP results. Match Group endeavors to compensate for the limitations of the non-GAAP measures presented by providing the comparable GAAP measures and descriptions of the reconciling items, including quantifying such items, to derive the non-GAAP measures. We encourage investors to examine the reconciling adjustments between the GAAP and non-GAAP measures, which we describe below. Interim results are not necessarily indicative of the results that may be expected for a full year.
Definitions of Non-GAAP Measures
Adjusted Operating Income is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets, if applicable, and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements, as applicable. We believe Adjusted Operating Income is useful to analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. The above items are excluded from our Adjusted Operating Income measure because they are non-cash in nature. Adjusted Operating Income has certain limitations because it excludes certain expenses.
Adjusted Operating Income Margin is defined as Adjusted Operating Income divided by revenues. We believe Adjusted Operating Income Margin is useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. Adjusted Operating Income Margin has certain limitations in that it does not take into account the impact to our consolidated statement of operations of certain expenses.
Free Cash Flow is defined as net cash provided by operating activities, less capital expenditures. We believe Free Cash Flow is useful to investors because it represents the cash that our operating businesses generate, before taking into account non-operational cash movements. Free Cash Flow has certain limitations in that it does not represent the total increase or decrease in the cash balance for the period, nor does it represent the residual cash flow for discretionary expenditures. Therefore, we think it is important to evaluate Free Cash Flow along with our consolidated statement of cash flows.
We look at Free Cash Flow as a measure of the strength and performance of our businesses, not for valuation purposes. In our view, applying “multiples” to Free Cash Flow is inappropriate because it is subject to timing, seasonality and one-time events. We manage our business for cash, and we think it is of utmost importance to maximize cash – but our primary valuation metric is Adjusted Operating Income.
Revenue Excluding Foreign Exchange Effects is calculated by translating current period revenues using prior period exchange rates. The percentage change in Revenue Excluding Foreign Exchange Effects is calculated by determining the change in current period revenues over prior period revenues where current period revenues are translated using prior period exchange rates. We believe the impact of foreign exchange rates on Match Group, due to its global reach, may be an important factor in understanding period over period comparisons if movement in rates is significant. Since our results are reported in U.S. dollars, international revenues are favorably impacted as the U.S. dollar weakens relative to other currencies, and unfavorably impacted as the U.S. dollar strengthens relative to other currencies. We believe the presentation of revenue excluding foreign exchange effects in addition to reported revenue helps improve the ability to understand Match Group’s performance because it excludes the impact of foreign currency volatility that is not indicative of Match Group’s core operating results.
Non-Cash Expenses That Are Excluded From Our Non-GAAP Measures
Stock-based compensation expense consists principally of expense associated with the grants of RSUs, performance-based RSUs, and market-based awards. These expenses are not paid in cash, and we include the related shares in our fully diluted shares outstanding using the treasury stock method; however, performance-based RSUs and market-based awards are included only to the extent the applicable performance or market condition(s) have been met (assuming the end of the reporting period is the end of the contingency period). To the extent stock-based awards are settled on a net basis, we remit the required tax-withholding amounts from our current funds.
Depreciation is a non-cash expense relating to our property and equipment and is computed using the straight-line method to allocate the cost of depreciable assets to operations over their estimated useful lives, or, in the case of leasehold improvements, the lease term, if shorter.
Amortization of intangible assets and impairments of goodwill and intangible assets are non-cash expenses related primarily to acquisitions. At the time of an acquisition, the identifiable definite-lived intangible assets of the acquired company, such as customer lists, trade names and technology, are valued and amortized over their estimated lives. Value is also assigned to (i) acquired indefinite-lived intangible assets, which consist of trade names and trademarks, and (ii) goodwill, which are not subject to amortization. An impairment is recorded when the carrying value of an intangible asset or goodwill exceeds its fair value. We believe that intangible assets represent costs incurred by the acquired company to build value prior to acquisition and the related amortization and impairment charges of intangible assets or goodwill, if applicable, are not ongoing costs of doing business.
Additional Definitions
Tinder consists of the world-wide activity of the brand Tinder®.
Hinge consists of the world-wide activity of the brand Hinge®.
Evergreen & Emerging (“E&E”) consists of the world-wide activity of our Evergreen brands including Match®, Meetic®, OkCupid®, Plenty Of Fish®, and a number of demographically focused brands and our Emerging brands including BLK®, ChispaTM, The League®, Archer®, Upward®, YuzuTM, and other smaller brands.
Match Group Asia (“MG Asia”) consists of the world-wide activity of the brands Pairs® and Azar®.
Direct Revenue is revenue that is received directly from end users of our services and includes both subscription and à la carte revenue.
Indirect Revenue is revenue that is not received directly from end users of our services, substantially all of which is advertising revenue.
Payers are unique users at a brand level in a given month from whom we earned Direct Revenue. When presented as a quarter-to-date or year-to-date value, Payers represents the average of the monthly values for the respective period presented. At a consolidated level and a business unit level to the extent a business unit consists of multiple brands, duplicate Payers may exist when we earn revenue from the same individual at multiple brands in a given month, as we are unable to identify unique individuals across brands in the Match Group portfolio.
Revenue Per Payer (“RPP”) is the average monthly revenue earned from a Payer and is Direct Revenue for a period divided by the Payers in the period, further divided by the number of months in the period.
Leverage on a gross basis is calculated as principal debt balance divided by Adjusted Operating Income for the period referenced.
Leverage on a net basis is calculated as principal debt balance less cash and cash equivalents and short-term investments divided by Adjusted Operating Income for the period referenced.
Other Information
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
This press release and our conference call, which will be held at 8:30 a.m. Eastern Time on February 5, 2025, may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements that are not historical facts are “forward looking statements.” The use of words such as “anticipates,” “estimates,” “expects,” “plans” and “believes,” among others, generally identify forward-looking statements. These forward-looking statements include, among others, statements relating to: Match Group’s future financial performance, Match Group’s business prospects and strategy, anticipated trends, and other similar matters. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, among others: our ability to maintain or grow the size of our user base and convert users to paying users, competition, the limited operating history of some of our brands, our ability to attract users to our services through cost-effective marketing and related efforts, our ability to distribute our services through third parties and offset related fees, risks relating to our use of artificial intelligence, foreign currency exchange rate fluctuations, the integrity and scalability of our systems and infrastructure (and those of third parties) and our ability to adapt ours to changes in a timely and cost-effective manner, our ability to protect our systems from cyberattacks and to protect personal and confidential user information, impacts to our offices and employees from more frequent extreme weather events, risks relating to certain of our international operations and acquisitions, damage to our brands' reputations as a result of inappropriate actions by users of our services, and macroeconomic conditions. Certain of these and other risks and uncertainties are discussed in Match Group’s filings with the Securities and Exchange Commission. Other unknown or unpredictable factors that could also adversely affect Match Group’s business, financial condition and results of operations may arise from time to time. In light of these risks and uncertainties, these forward-looking statements may not prove to be accurate. Accordingly, you should not place undue reliance on these forward-looking statements, which only reflect the views of Match Group management as of the date of this press release. Match Group does not undertake to update these forward-looking statements.
About Match Group
Match Group (NASDAQ: MTCH), through its portfolio companies, is a leading provider of digital technologies designed to help people make meaningful connections. Our global portfolio of brands includes Tinder®, Hinge®, Match®, Meetic®, OkCupid®, Pairs™, PlentyOfFish®, Azar®, BLK®, and more, each built to increase our users’ likelihood of connecting with others. Through our trusted brands, we provide tailored services to meet the varying preferences of our users. Our services are available in over 40 languages to our users all over the world.
Contact Us | | | | | |
Tanny Shelburne Match Group Investor Relations ir@match.com | Vidhya Murugesan Match Group Corporate Communications matchgroupPR@match.com |
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Match Group 8750 North Central Expressway, Suite 1400, Dallas, TX 75231, (214) 576-9352 https://mtch.com |
Q4 2024 Executive Commentary
Our Q4 results slightly exceeded our expectations at the time of our December Investor Day, driven by a strong finish to 2024, including a solid start to peak dating season that began December 26th. Foreign exchange (“FX”) headwinds in the quarter were $18 million worse than we expected at the time of our last earnings call and $3 million worse than what we expected at Investor Day.
Q4 Total Revenue was $860 million, down 1% year-over-year (“Y/Y”), up 1% Y/Y on an FX neutral (“FXN”) basis. Excluding Hakuna and other of our live streaming services, which we shut down in mid-2024 (“Ex-Live”), Total Revenue was up 1% Y/Y, up 3% Y/Y FXN in Q4. Q4 Operating Income (“OI”) was $223 million, representing a margin of 26% and Adjusted Operating Income (“AOI”) was $324 million, representing a margin of 38%.
For the full year, Match Group delivered Total Revenue of $3.5 billion, up 3% Y/Y, up 6% Y/Y FXN. Ex-Live, Total Revenue was up 5% Y/Y, up 7% Y/Y FXN. We are pleased that our continued cost discipline helped us achieve our 2024 full year AOI margin target of 36%.
At our Investor Day, we spoke about the evolving user expectations impacting our business and the dating category overall, as well as the opportunity to increase category penetration and win back lapsed users through product innovation, especially driven by artificial intelligence (“AI”), supported by impactful marketing.
In 2024, Tinder laid the groundwork for an improved product experience and undertook several trust & safety initiatives, including requiring face photos and testing the industry’s first biometric screening feature to improve authenticity. Hinge continued its category-leading growth, with total app downloads1 increasing 9% Y/Y, Monthly Active Users (“MAU”) increasing 20% Y/Y, and the brand gaining share in a number of key markets. Hinge also launched innovative features like Your Turn Limits to improve user responsiveness with their matches and began testing critical AI-driven enhancements to its recommendation engine. Our Evergreen & Emerging (“E&E”) business continued to execute its platform consolidation plan, driving efficiencies and cost savings, and delivered solid growth at the Emerging brands. At MG Asia, Pairs achieved user trend improvement throughout the year, while Azar’s geographic expansion efforts in Europe and the U.S. gained traction.
We also announced our Power of the Portfolio Plus, or PoP+, initiative to operate more effectively as a connected portfolio of brands to drive enhanced revenue and profitability. We provided a clear three-year financial outlook measured by four goals: (1) steadily improving revenue growth, (2) three points of AOI margin expansion by 2027, (3) strong free cash flow (“FCF”) generation, and (4) a target of returning at least 100% of FCF through dividends and share repurchases.
Thus far, Tinder peak season new user trends have been solid in both U.S. and international markets. Hinge has also seen strong peak season new user trends, especially among women in the U.S. due in part to a fresh, new marketing campaign launched in December called “It’s Funny We Met on Hinge.”
We recognize 2025 is a critical year for us to execute against the plans we laid out at Investor Day and we’re focused on delivering improved KPIs, financial results, and shareholder value as the year progresses. We’re confident that by executing on the clear product and marketing plans we’ve laid out, and by implementing the PoP+ initiative, we can meet the needs of today’s (and tomorrow’s) daters and deliver sustainable top-line growth with enhanced profitability to drive value for our shareholders.
1 Source: Sensor Tower. Combined downloads across Apple App Store and Google Play Store.
Business Unit Updates
Tinder®
Tinder’s 2025 product roadmap builds off of the foundational work laid in 2024, focused on three key pillars: (1) fostering a clean ecosystem, (2) improving user outcomes, and (3) bringing the fun back to dating.
Fostering a clean ecosystem: Tinder plans to continue efforts to improve its ecosystem, including by expanding its face photo requirement and testing the use of biometrics to validate users. Early tests have shown a reduction in interactions with bad actors, as well as improvements in users’ perception of authenticity. Tinder’s roll out of requiring face photos and biometrics will be refined throughout the year to ensure that they are optimized for the overall user experience.
Improving user outcomes: In Q1, Tinder plans three product features focused on improving user outcomes. First, Tinder intends to test more personalized, AI-curated recommendations, powered by deep-learning models, to increase both match quality and conversations. Second, it plans to broaden the availability of Friends in Common, which utilizes phone contacts to inform users if they have mutual friends with potential matches. In test, the feature has driven higher Swipe Right™ rates among users who have adopted it. Lastly, Tinder recently introduced new ways to discover people and enhance the relevance of matches by adding relationship intent and relationship type to Explore.
Bringing the fun back to dating: In Q2, Tinder plans to begin testing its double-dating feature, which allows users to team up with a friend and match with other pairs of friends. Tinder expects this new feature to appeal especially to women and Gen Z, who are looking for safer and lower pressure ways to date. Tests are also planned to begin for Tinder’s exciting new AI-enabled discovery experience that we unveiled at Investor Day. We expect this feature, which suggests curated sets of potential matches to users, to meaningfully enhance the matching experience on Tinder.
Tinder continues to make progress with the à la carte (“ALC”) initiatives it began testing late last year. First Impressions, which enables users to send contextual messages on specific profile elements, rolled out globally in December. User adoption has been solid and likes sent with a First Impression are more likely to turn into a match. The feature has also unlocked incremental ALC revenue. Tinder plans to continue iterating on the feature set, presentation, and targeting of Passport ALC to reduce cannibalization, as well as continue to optimize existing ALC features to drive revenue growth.
Tinder is executing against its first-half product roadmap while planning new features and experience enhancements for the second half of 2025. As we’ve said, we do not expect any one product initiative to have a material user or revenue impact, but that over the course of 2025 and beyond, we believe Tinder’s planned product initiatives will steadily enhance the user experience, leading to improving Y/Y MAU trends through 2025 and improving Y/Y revenue trends in 2026.
Consistent with prior years, Tinder has a series of monetization optimizations (e.g. merchandising, package mix, etc.) planned for 2025, which we are confident will help offset the revenue impact of this year’s expected MAU declines.
Hinge®
In 2025, Hinge’s product roadmap will center around its mission to become a trusted guide throughout a user’s relationship journey. The brand plans to leverage AI in two key focus areas: (1) personalized, intelligent matching, and (2) effective coaching for struggling users.
Personalized, intelligent matching: Hinge is on track for the global rollout of its revamped recommendation algorithm in March. This revised algorithm utilizes unstructured, nuanced information that users provide to deliver more relevant, high-quality matches. Tests thus far have delivered double-digit improvements in new matches per user. Hinge plans to continue building on this algorithm throughout the year to further drive improved user outcomes. In January, Hinge started testing Personal Interview, an AI-driven feature designed to improve matches by asking users about their personal interests and what they are looking for in a match. In Q2, Hinge expects to begin testing Warm Introductions, which leverages AI-driven insights to highlight commonalities and shared interests with match recommendations.
Effective coaching for struggling users: In January, Hinge rolled out Prompt Feedback, an AI-powered feature that analyzes a user’s prompt answers and suggests improvements. In tests, this feature has helped meaningfully improve the quality of prompt answers of users who receive feedback. In H1, Hinge plans to integrate this feature, as well as Photo Finder, into the onboarding process, which we believe will increase their exposure and impact.
Hinge has planned a number of subscription and ALC merchandising initiatives in both core English-speaking and European markets, which we expect to contribute to revenue growth throughout the year by driving Payer and RPP growth.
Hinge’s global expansion plans continue to progress. Through mid-January, Hinge was the #1 most downloaded dating app in 10 countries and remained the #2 app across Western Europe2. Hinge plans to expand into Mexico and Brazil in the second half of 2025, as it looks to expand beyond core English-speaking and European markets.
E&E
E&E plans to complete its platform consolidation efforts in 2025. The Salams brand is slated to migrate to the shared platform by the end of Q2, followed by Plenty of Fish and Meetic later in the year. By year-end, we expect E&E to have completed all of its planned platform migrations and organizational changes, positioning us to realize the full cost savings and operational benefits beginning in 2026.
This year, E&E will begin putting in place its "build once, deploy everywhere" strategy to accelerate product throughput. E&E is focused on rapid testing of monetization initiatives and product innovation that can be deployed seamlessly across its shared platform and also provide insights to our larger brands. For example, in Q1, E&E began testing a social mode on Chispa and BLK after seeing increased female engagement and match rates on its social-first app Yuzu. Yuzu has also seen strong engagement with its Communities feature, which may be tested on other E&E brands and could help inform Tinder’s strategy to provide lower pressure ways for its users to connect.
2 Source: Sensor Tower. Combined downloads across Apple App Store and Google Play Store. Rank among all dating apps, as defined by Match Group.
MG Asia
Azar’s 2025 strategy is centered on its European and U.S. geographic expansion plans and driving engagement and revenue through AI-driven product initiatives. We see a real opportunity for Azar to grow users and revenue in western markets in 2025 and beyond, as its 1:1 video chat experience continues to resonate with Gen Z users looking for a fun, lower-pressure way to connect with people.
Pairs continues to see improving top-of-funnel trends, with downloads3 growing 7% Y/Y in 2024. Pairs plans to focus on three key areas in 2025: (1) driving user growth through product-focused marketing, (2) driving Payer and RPP growth through monetization initiatives, and (3) expanding its serious dating experience across certain Asian markets, beginning with Korea in Q1.
Financial Review
In Q4, Match Group delivered Total Revenue of $860 million, down 1% Y/Y, up 1% Y/Y FXN, as growth at Hinge was offset by declines at the other brands. Ex-Live, Total Revenue was up 1% Y/Y, up 3% Y/Y FXN. OI was $223 million, down 14% Y/Y, representing a margin of 26% and AOI was $324 million, down 10% Y/Y, representing a margin of 38%. OI and AOI growth rates were both negatively impacted by the $40 million escrow amount refunded in Q4’23 as part of the Google litigation settlement. Excluding the impact of the Google litigation settlement in the prior year quarter, both OI and AOI were up modestly Y/Y in Q4.
For the full year 2024, Match Group delivered Total Revenue of $3.5 billion, up 3% Y/Y, up 6% Y/Y FXN, with strong growth at Hinge, modest growth at Tinder, and declines at E&E and MG Asia. Ex-Live, Total Revenue was up 5% Y/Y, up 7% FXN. We delivered OI of $823 million, representing an OI margin of 24%, and AOI of $1.3 billion, representing an AOI margin of 36%, achieving our stated AOI margin target despite a shortfall in Total Revenue versus the outlook we provided at the beginning of 2024.
Tinder Q4 Direct Revenue was $476 million, down 3% Y/Y, down 1% FXN. Q4 Tinder Direct Revenue exceeded the outlook we provided at Investor Day due to stronger than expected performance in the last week of December, which included the start of peak season. FX headwinds in Q4 were $12 million worse than we expected at the time of our last earnings call and $1 million worse than we expected at Investor Day. Tinder Payers declined 5% Y/Y to 9.5 million and RPP grew 1% Y/Y to $16.72 in Q4. OI in the quarter was $226 million, down 5% Y/Y, representing an OI margin of 46%. AOI in the quarter was $259 million, down 2% Y/Y, representing an AOI margin of 53%. Tinder’s marketing spend declined $16 million Y/Y in Q4. For the full year, Tinder delivered Direct Revenue of $1.9 billion, up 1% Y/Y, up 4% Y/Y FXN. OI was $889 million, down 7% Y/Y, representing an OI margin of 45% and AOI was $1.0 billion, down 3% Y/Y, with an AOI margin of 51%.
Hinge continued its strong momentum in Q4 with Direct Revenue of $148 million, up 27% Y/Y. Q4 Direct Revenue growth was in-line with our expectations at Investor Day. Hinge Q4 Payers were up 19% Y/Y to 1.6 million, and RPP of $30.42 was up 7% Y/Y in the quarter. OI was $31 million in the quarter, up 14% Y/Y, representing an OI margin of 21%. AOI was $44 million, up 10% Y/Y, representing an AOI margin of 30%. For the full year, Hinge delivered Direct Revenue of $550 million, up 39% Y/Y. OI was $121 million, up 64%, representing an OI margin of 22% and AOI was $166 million, up 55% Y/Y, for an AOI margin of 30%, both in-line with the outlook we provided at the beginning of 2024.
3 Sensor Tower. Combined downloads across Apple App Store and Google Play Store in Japan.
E&E Direct Revenue in Q4 was $155 million, down 8% Y/Y, driven by Evergreen brands’ declines of 13%, partially offset by a 14% Y/Y increase at Emerging brands. Ex-Live, E&E Direct Revenue was down 3% Y/Y, down 3% Y/Y FXN in Q4. Q4 Payers declined 14% Y/Y to 2.5 million, while RPP rose 7% Y/Y to $20.80. In the quarter, E&E delivered OI of $26 million, up 107% Y/Y, representing an OI margin of 16%, and AOI of $48 million, up 29% Y/Y, for an AOI margin of 31%. For the full year, E&E delivered Direct Revenue of $643 million, down 7% Y/Y. Ex-Live, E&E Direct Revenue was down 3% Y/Y, down 3% Y/Y FXN. Full year 2024 OI was $66 million, down 20% Y/Y, representing an OI margin of 10%, partially due to an impairment of intangibles in Q3’24. AOI was $170 million, up 4%, for an AOI margin of 26%.
MG Asia delivered Direct Revenue of $67 million in Q4, down 9% Y/Y, down 5% FXN. Ex-Live, Direct Revenue was down 1% Y/Y, up 4% FXN in Q4. Azar Direct Revenue was flat in Q4, up 6% Y/Y FXN, while Pairs Direct Revenue was down 2% Y/Y, up 1% Y/Y FXN. Q4 Payers increased 4% Y/Y to 1.0 million, while RPP declined 13% Y/Y to $21.95. Operating Loss was $0.4 million in the quarter, representing an Operating Loss margin of 1%. For the quarter, MG Asia AOI was $16 million, up 24% Y/Y, representing an AOI margin of 24%. For 2024, MG Asia Direct Revenue was $284 million, down 6% Y/Y, up 2% FXN. Ex-Live, Direct Revenue was down 3% Y/Y, up 6% FXN. Full year 2024 Operating Loss was $32 million, representing an Operating Loss margin of 11%, partially due to an impairment of intangibles in Q3’24. 2024 AOI was $61 million, down 2% Y/Y, for an AOI margin of 21%, an improvement over 2023, as we exercised financial discipline and exited our Hakuna app.
Including stock-based compensation expense, total expenses were up 5% Y/Y in Q4, but down 1% excluding the return of the escrow related to the Google litigation settlement in Q4 2023. Total expenses include severance costs of $8 million in Q4.
Cost of revenue increased 14% Y/Y in Q4, and represented 27% of Total Revenue, up three points Y/Y, primarily due to the impact of the $40 million Google escrow refunded in Q4 2023, partially offset by reduced costs from the exit of Hakuna and certain of our live streaming services earlier in the year. Excluding the Google escrow refunded in Q4 2023, cost of revenue would have decreased 5% Y/Y in Q4, representing a one-point Y/Y decrease as a percent of Total Revenue.
Selling and marketing costs decreased 8% Y/Y in Q4, due to lower marketing spend at Tinder, E&E, and MG Asia, partially offset by an increase in marketing spend at Hinge. Selling and marketing spend was down one point Y/Y as a percentage of Total Revenue to 17%.
General and administrative costs increased 6% Y/Y in Q4, primarily due to a $9 million Y/Y increase in legal and professional fees compared to the prior year quarter, which included a reversal of an accrual for a legal settlement. General and administrative spend was up one point Y/Y as a percentage of Total Revenue to 13%.
Product development costs increased 12% Y/Y in Q4, representing 13% of Total Revenue, up one point Y/Y, due to higher employee compensation primarily at Tinder and Hinge, partially offset by decreases at MG Asia.
Depreciation increased $1 million Y/Y in Q4, to $21 million, primarily due to higher depreciation on internally developed software placed into service at Tinder and E&E.
Impairments and Amortization of Intangibles decreased by $3 million Y/Y in Q4 to $11 million, primarily due to impairments of intangible assets at E&E in the prior year quarter.
Operating Cash Flow and FCF were $933 million and $882 million, respectively, for the full year 2024. Full year FCF was below our previous outlook primarily due to the timing of the final Apple payment of the year. The Apple payment we had expected in December was not received until early January, which we expect will have a corresponding positive impact on full year 2025 FCF versus our expectations at Investor Day.
Our gross leverage was 3.1 times trailing twelve-month AOI and net leverage was 2.3 times trailing twelve-month AOI at the end of Q4, within our 2x to 3x target range. We ended the quarter with $971 million of cash, cash equivalents, and short-term investments on hand.
In Q4, we repurchased 3.1 million of our common stock at an average price of approximately $37 per share on a trade date basis, for a total of $117 million. We have not repurchased any shares since early November, due to our Investor Day, but expect to resume repurchases this quarter.
For the full year 2024, we repurchased 22.2 million shares of our common stock at an average price of approximately $34 per share on a trade date basis, for $753 million, representing approximately 85% of our 2024 FCF, exceeding our target to deploy at least 75% of our FCF for share repurchases.
As of January 31, 2025, diluted shares outstanding4 were 260.0 million, a decrease of 7% since January 26, 2024. We have opted to begin net settling all employee equity awards beginning in 2025.
On January 21, 2025, we repaid the $425 million outstanding balance on our Term Loan with cash on hand. We expect this to decrease interest expense moving forward. We are confident we maintain more than sufficient balance sheet liquidity, and also continue to have a $500 million undrawn revolving credit facility.
4 As defined on page 13.
Q1 2025 Outlook
For Q1 we expect Match Group to deliver Total Revenue of $820 to $830 million, representing a Y/Y decline of 3% to 5%. We expect FX to be a three-point Y/Y headwind and the exit of Hakuna and other of our live streaming services to be just under a two-point Y/Y headwind to Total Revenue growth. On an FXN, Ex-Live basis, we expect Total Revenue to be flat to up 1% Y/Y. In addition to these factors, the extra day in Q1’24 because it was a leap year results in an additional one-point Y/Y headwind to Total Revenue growth.
We expect Q1 Total Revenue trends to be primarily impacted by Tinder Direct Revenue Y/Y declines, driven by stable but negative Y/Y MAU trends and planned trust and safety initiatives. We are encouraged by solid peak season new user trends at Tinder, which are a leading indicator of future MAU and revenue growth, and we expect improving Y/Y Direct Revenue trends after Q1 as product and monetization initiatives ramp.
We expect Q1 Match Group AOI to be $260 to $265 million, down 5% to 7% Y/Y, representing an AOI margin of 32% at the midpoint of the ranges. We expect lower cost of revenue, flat sales and marketing, and slightly higher product and development and general and administrative costs as a percent of revenue.
| | | | | | | | |
| Total Revenue | Adjusted Operating Income |
| Q1 2025 | $820 to $830 million | $260 to $265 million |
Full Year 2025 Outlook
For full year 2025, we expect Match Group to deliver Total Revenue of $3,375 to $3,500 million, down 3% to up 1% Y/Y. This range assumes a slightly more than two point Y/Y headwind from FX and an additional one point Y/Y headwind from the exit of Hakuna and other of our live streaming services to full year 2025 Total Revenue growth. FXN Ex-Live, we expect Total Revenue to be flat to up 4% Y/Y.
On an as reported basis, Match Group’s 2025 Total Revenue outlook reflects $30 million more FX headwinds than we expected at our Investor Day, just under one point of Y/Y growth. On an FXN Ex-Live basis, Match Group’s overall 2025 Total Revenue outlook is generally in-line with the one we provided at Investor Day.
We expect Y/Y Total Revenue growth FXN Ex-Live to improve throughout the year as we deliver anticipated product and monetization initiatives across our brands. We expect as reported results to benefit as the year goes on from diminished Y/Y FX impacts and the anniversary of the exit of Hakuna and other of our live streaming services.
We expect Tinder Y/Y Direct Revenue declines to lessen throughout the year as product and monetization initiatives are delivered and MAU trends begin to improve. We expect Hinge’s growth to accelerate in the back half of the year as its exceptional global user growth continues and it delivers its planned monetization initiatives. At E&E, revenue declines are expected to continue to moderate through the year as the Emerging brands’ growth increasingly offsets declines at Evergreen brands. We expect declines at MG Asia to improve throughout the year and turn positive by Q4 as a result of continued new user and Payer growth at Azar, driven by European and U.S. expansion, as well as improving user trends at Pairs.
We expect full year 2025 Indirect Revenue to be relatively flat Y/Y.
For full year 2025, we expect to deliver AOI margins of at least 36.5%, up 50 bps Y/Y, and to deliver roughly flat Y/Y AOI at the midpoint of the range, as we remain financially disciplined while also investing to drive growth primarily at Tinder, Hinge, Emerging brands and in our central innovation efforts. Match Group’s AOI margin outlook and underlying business unit margin expectations are generally consistent with the outlook we provided at Investor Day.
We expect FCF of $1,000 million to $1,030 million in 2025, up ~15% over 2024, representing ~81% FCF conversion of AOI at the mid-point of the ranges. This exceeds the outlook we provided at Investor Day, given that we received an Apple payment in early January 2025 instead of in late December 2024 as we previously had expected.
| | | | | | | | | | | | | | |
| Total
Revenue | Adjusted Operating
Income | Free Cash
Flow | Diluted Shares
Outstanding |
| FY 2025 | $3,375 to $3,500
million | $1,232 to $1,278
million | $1,000 to $1,030 million | Reduced by
5% - 7% |
We expect SBC expense of $305 to $315 million and capital expenditures of $45 to $55 million in 2025.
We expect our 2025 effective income tax rate to be in the low-20%s.
We expect to deploy at least 75% of our 2025 FCF for share repurchases and we are targeting returning at least 100% of FCF to shareholders through dividends and share repurchases in 2025.
We expect to reduce diluted shares outstanding by 5% to 7% over the course of 2025.
Reconciliations of GAAP to Non-GAAP Measures
Reconciliation of Operating Income (Loss) to Adjusted Operating Income
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, 2024 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 226,346 | | | $ | 30,556 | | | $ | 26,021 | | | $ | (418) | | | $ | (59,117) | | | $ | — | | | $ | 223,388 | |
| Stock-based compensation expense | 23,584 | | | 12,695 | | | 12,944 | | | 5,135 | | | 14,848 | | | — | | | 69,206 | |
| Depreciation | 9,235 | | | 621 | | | 5,822 | | | 3,877 | | | 1,029 | | | — | | | 20,584 | |
Amortization of intangibles | — | | | — | | | 3,471 | | | 7,295 | | | — | | | — | | | 10,766 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income (Loss) | $ | 259,165 | | | $ | 43,872 | | | $ | 48,258 | | | $ | 15,889 | | | $ | (43,240) | | | $ | — | | | $ | 323,944 | |
| | | | | | | | | | | | | |
| Revenue | $ | 488,341 | | | $ | 147,688 | | | $ | 158,094 | | | $ | 66,754 | | | $ | — | | | $ | (701) | | | $ | 860,176 | |
| Operating Income (Loss) Margin | 46 | % | | 21 | % | | 16 | % | | (1) | % | | NA | | NA | | 26 | % |
| Adjusted Operating Income Margin | 53 | % | | 30 | % | | 31 | % | | 24 | % | | NA | | NA | | 38 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, 2023 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 238,476 | | | $ | 26,855 | | | $ | 12,599 | | | $ | (6,539) | | | $ | (11,139) | | | $ | — | | | $ | 260,252 | |
| Stock-based compensation expense | 17,865 | | | 12,440 | | | 14,055 | | | 7,280 | | | 16,514 | | | — | | | 68,154 | |
| Depreciation | 8,750 | | | 521 | | | 5,238 | | | 3,763 | | | 1,108 | | | — | | | 19,380 | |
Amortization of intangibles | — | | | — | | | 5,457 | | | 8,353 | | | — | | | — | | | 13,810 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income | $ | 265,091 | | | $ | 39,816 | | | $ | 37,349 | | | $ | 12,857 | | | $ | 6,483 | | | $ | — | | | $ | 361,596 | |
| | | | | | | | | | | | | |
| Revenue | $ | 505,721 | | | $ | 116,136 | | | $ | 170,567 | | | $ | 73,804 | | | $ | — | | | $ | — | | | $ | 866,228 | |
| Operating Income (Loss) Margin | 47 | % | | 23 | % | | 7 | % | | (9) | % | | NA | | NA | | 30 | % |
| Adjusted Operating Income Margin | 52 | % | | 34 | % | | 22 | % | | 17 | % | | NA | | NA | | 42 | % |
Reconciliation of Operating Income (Loss) to Adjusted Operating Income (Continued)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Years Ended December 31, 2024 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 889,222 | | | $ | 121,482 | | | $ | 66,088 | | | $ | (32,345) | | | $ | (221,135) | | | $ | — | | | $ | 823,312 | |
| Stock-based compensation expense | 90,141 | | | 42,673 | | | 54,922 | | | 25,818 | | | 53,827 | | | — | | | 267,381 | |
| Depreciation | 37,660 | | | 2,323 | | | 21,732 | | | 20,834 | | | 4,950 | | | — | | | 87,499 | |
Impairments and amortization of intangibles | — | | | — | | | 27,676 | | | 46,499 | | | — | | | — | | | 74,175 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income (Loss) | $ | 1,017,023 | | | $ | 166,478 | | | $ | 170,418 | | | $ | 60,806 | | | $ | (162,358) | | | $ | — | | | $ | 1,252,367 | |
| | | | | | | | | | | | | |
| Revenue | $ | 1,991,137 | | | $ | 550,435 | | | $ | 654,168 | | | $ | 284,522 | | | $ | — | | | $ | (889) | | | $ | 3,479,373 | |
| Operating Income (Loss) Margin | 45 | % | | 22 | % | | 10 | % | | (11) | % | | NA | | NA | | 24 | % |
| Adjusted Operating Income Margin | 51 | % | | 30 | % | | 26 | % | | 21 | % | | NA | | NA | | 36 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Years Ended December 31, 2023 |
| Tinder | | Hinge | | E&E | | MG Asia | | Corporate & unallocated costs | | Eliminations | | Total Match Group |
| | | | | | | | | | | | | |
| (Dollars in thousands) |
Operating Income (Loss) | $ | 955,519 | | | $ | 74,261 | | | $ | 82,460 | | | $ | (8,675) | | | $ | (186,669) | | | $ | — | | | $ | 916,896 | |
| Stock-based compensation expense | 68,644 | | | 31,459 | | | 50,268 | | | 23,399 | | | 58,329 | | | — | | | 232,099 | |
| Depreciation | 25,197 | | | 1,926 | | | 18,732 | | | 11,671 | | | 4,281 | | | — | | | 61,807 | |
Impairments and amortization of intangibles | — | | | — | | | 12,336 | | | 35,395 | | | — | | | — | | | 47,731 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income (Loss) | $ | 1,049,360 | | | $ | 107,646 | | | $ | 163,796 | | | $ | 61,790 | | | $ | (124,059) | | | $ | — | | | $ | 1,258,533 | |
| | | | | | | | | | | | | |
| Revenue | $ | 1,963,610 | | | $ | 396,485 | | | $ | 700,925 | | | $ | 303,484 | | | $ | — | | | $ | — | | | $ | 3,364,504 | |
| Operating Income (Loss) Margin | 49 | % | | 19 | % | | 12 | % | | (3) | % | | NA | | NA | | 27 | % |
| Adjusted Operating Income Margin | 53 | % | | 27 | % | | 23 | % | | 20 | % | | NA | | NA | | 37 | % |
Reconciliation of Operating Income to Adjusted Operating Income used in Leverage Ratios | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | Twelve months ended |
| | | | | | | | | | | | | 12/31/2024 |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | (In thousands) |
| | | | | | | | | | | | | |
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Operating Income | | | | | | | | | | | | | 823,312 | |
| Stock-based compensation expense | | | | | | | | | | | | | 267,381 | |
| Depreciation | | | | | | | | | | | | | 87,499 | |
Impairments and amortization of intangibles | | | | | | | | | | | | | 74,175 | |
| | | | | | | | | | | | | |
| Adjusted Operating Income | | | | | | | | | | | | | $ | 1,252,367 | |
Reconciliation of Operating Cash Flow to Free Cash Flow | | | | | | | | | | | |
| Years Ended December 31, |
| 2024 | | 2023 |
| | | |
| (In thousands) |
| Net cash provided by operating activities | $ | 932,719 | | | $ | 896,791 | |
| Capital expenditures | (50,578) | | | (67,412) | |
| Free Cash Flow | $ | 882,141 | | | $ | 829,379 | |
Reconciliation of Forecasted Operating Income to Forecasted Adjusted Operating Income | | | | | | | | | | | |
| Three Months Ended
March 31, 2025 | | Year Ended
December 31, 2025 |
| (In millions) |
Operating Income | $155 to $160 | | $802 to $828 |
| Stock-based compensation expense | 70 | | 305 to 315 |
| Depreciation and impairments and amortization of intangibles | 35 | | 125 to 135 |
| Adjusted Operating Income | $260 to $265 | | $1,232 to $1,278 |
| | | |
| Revenue | $820 to $830 | | $3,375 to $3,500 |
| Operating Income Margin (at the mid-point of the ranges) | 19 | % | | 24 | % |
| Adjusted Operating Income Margin (at the mid-point of the ranges) | 32 | % | | 36.5 | % |
Reconciliation of Forecasted Cash Provided by Operating Activities to Forecasted Free Cash Flow | | | | | |
| Year Ended
December 31, 2025 |
| (In millions) |
Net cash provided by operating activities | $1,055 to $1,075 |
| Capital expenditures | 45-55 |
| Free Cash Flow | $1,000 to $1,030 |
Reconciliation of GAAP Revenue to Non-GAAP Revenue, Excluding Foreign Exchange Effects
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Years Ended December 31, |
| | 2024 | | $ Change | | % Change | | 2023 | | 2024 | | $ Change | | % Change | | 2023 |
| | | | | | | | | | | | | | | |
| | (Dollars in millions, rounding differences may occur) |
| Total Revenue, as reported | $ | 860.2 | | | $ | (6.1) | | | (1) | % | | $ | 866.2 | | | $ | 3,479.4 | | | $ | 114.9 | | | 3 | % | | $ | 3,364.5 | |
| Foreign exchange effects | 14.8 | | | | | | | | | 73.8 | | | | | | | |
| Total Revenue, excluding foreign exchange effects | $ | 875.0 | | | $ | 8.8 | | | 1 | % | | $ | 866.2 | | | $ | 3,553.1 | | | $ | 188.6 | | | 6 | % | | $ | 3,364.5 | |
| | | | | | | | | | | | | | | |
| Total Revenue, excluding Hakuna and other of our live streaming services, as reported | $ | 860.1 | | | $ | 8.6 | | | 1 | % | | $ | 851.5 | | | $ | 3,453.2 | | | $ | 154.8 | | | 5 | % | | $ | 3,298.5 | |
| Foreign exchange effects | 14.9 | | | | | | | | | 72.7 | | | | | | | |
| Total Revenue, excluding Hakuna and other of our live streaming services, excluding foreign exchange effects | $ | 874.9 | | | $ | 23.4 | | | 3 | % | | $ | 851.5 | | | $ | 3,525.9 | | | $ | 227.5 | | | 7 | % | | $ | 3,298.5 | |
| | | | | | | | | | | | | | | |
| Direct Revenue, as reported | $ | 845.4 | | | $ | (5.4) | | | (1) | % | | $ | 850.8 | | | $ | 3,418.0 | | | $ | 109.8 | | | 3 | % | | $ | 3,308.1 | |
| Foreign exchange effects | 14.5 | | | | | | | | | 72.8 | | | | | | | |
| Direct Revenue, excluding foreign exchange effects | $ | 859.9 | | | $ | 9.1 | | | 1 | % | | $ | 850.8 | | | $ | 3,490.8 | | | $ | 182.7 | | | 6 | % | | $ | 3,308.1 | |
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| Tinder Direct Revenue, as reported | $ | 476.0 | | | $ | (17.2) | | | (3) | % | | $ | 493.2 | | | $ | 1,940.6 | | | $ | 23.0 | | | 1 | % | | $ | 1,917.6 | |
| Foreign exchange effects | 11.0 | | | | | | | | | 45.6 | | | | | | | |
| Tinder Direct Revenue, excluding foreign exchange effects | $ | 487.0 | | | $ | (6.3) | | | (1) | % | | $ | 493.2 | | | $ | 1,986.2 | | | $ | 68.6 | | | 4 | % | | $ | 1,917.6 | |
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| Hinge Direct Revenue, as reported | $ | 147.7 | | | $ | 31.6 | | | 27 | % | | $ | 116.1 | | | $ | 550.4 | | | $ | 154.0 | | | 39 | % | | $ | 396.5 | |
| Foreign exchange effects | (0.1) | | | | | | | | | (0.4) | | | | | | | |
| Hinge Direct Revenue, excluding foreign exchange effects | $ | 147.6 | | | $ | 31.5 | | | 27 | % | | $ | 116.1 | | | $ | 550.1 | | | $ | 153.6 | | | 39 | % | | $ | 396.5 | |
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| E&E Direct Revenue, as reported | $ | 155.1 | | | $ | (12.8) | | | (8) | % | | $ | 167.8 | | | $ | 643.0 | | | $ | (48.4) | | | (7) | % | | $ | 691.4 | |
| Foreign exchange effects | 0.3 | | | | | | | | | 1.5 | | | | | | | |
| E&E Direct Revenue, excluding foreign exchange effects | $ | 155.4 | | | $ | (12.4) | | | (7) | % | | $ | 167.8 | | | $ | 644.5 | | | $ | (47.0) | | | (7) | % | | $ | 691.4 | |
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| E&E, excluding live streaming, Direct Revenue, as reported | $ | 155.0 | | | $ | (4.4) | | | (3) | % | | $ | 159.4 | | | $ | 633.2 | | | $ | (19.5) | | | (3) | % | | $ | 652.7 | |
| Foreign exchange effects | 0.3 | | | | | | | | | 1.5 | | | | | | | |
| E&E, excluding live streaming, Direct Revenue, excluding foreign exchange effects | $ | 155.3 | | | $ | (4.1) | | | (3) | % | | $ | 159.4 | | | $ | 634.6 | | | $ | (18.1) | | | (3) | % | | $ | 652.7 | |
| | | | | | | | | | | | | | | |
| MG Asia Direct Revenue, as reported | $ | 66.6 | | | $ | (6.9) | | | (9) | % | | $ | 73.6 | | | $ | 283.9 | | | $ | (18.7) | | | (6) | % | | $ | 302.6 | |
| Foreign exchange effects | 3.3 | | | | | | | | | 26.2 | | | | | | | |
| MG Asia Direct Revenue, excluding foreign exchange effects | $ | 69.9 | | | $ | (3.6) | | | (5) | % | | $ | 73.6 | | | $ | 310.1 | | | $ | 7.5 | | | 2 | % | | $ | 302.6 | |
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| Azar Direct Revenue, as reported | $ | 38.6 | | | $ | (0.1) | | | — | % | | $ | 38.7 | | | $ | 154.5 | | | $ | 0.4 | | | — | % | | $ | 154.1 | |
| Foreign exchange effects | 2.4 | | | | | | | | | 16.2 | | | | | | | |
| Azar Direct Revenue, excluding foreign exchange effects | $ | 41.0 | | | $ | 2.3 | | | 6 | % | | $ | 38.7 | | | $ | 170.7 | | | $ | 16.6 | | | 11 | % | | $ | 154.1 | |
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| Pairs Direct Revenue, as reported | $ | 28.1 | | | $ | (0.6) | | | (2) | % | | $ | 28.6 | | | $ | 113.1 | | | $ | (8.1) | | | (7) | % | | $ | 121.2 | |
| Foreign exchange effects | 0.9 | | | | | | | | | 8.9 | | | | | | | |
| Pairs Direct Revenue, excluding foreign exchange effects | $ | 29.0 | | | $ | 0.3 | | | 1 | % | | $ | 28.6 | | | $ | 122.0 | | | $ | 0.8 | | | 1 | % | | $ | 121.2 | |
Dilutive Securities
Match Group has various tranches of dilutive securities. The table below details these securities and their potentially dilutive impact (shares in millions; rounding differences may occur).
| | | | | | | | | | | | | | | | | | | |
| Average Exercise Price | | 1/31/2025 | | |
| Share Price | | | $35.65 | | | | | | | | |
| Absolute Shares | | | 251.6 | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Equity Awards | | | | | | | | | | | |
| Options | $17.98 | | 0.6 | | | | | | | | |
| RSUs and subsidiary denominated equity awards | | | 7.9 | | | | | | | | |
| Total Dilution - Equity Awards | | | 8.5 | | | | | | | | |
| Outstanding Warrants | | | | | | | | | | | |
| Warrants expiring on September 15, 2026 (6.6 million outstanding) | $133.98 | | — | | | | | | | | |
| Warrants expiring on April 15, 2030 (6.9 million outstanding) | $134.04 | | — | | | | | | | | |
| Total Dilution - Outstanding Warrants | | | — | | | | | | | | |
| | | | | | | | | | | |
| Total Dilution | | | 8.5 | | | | | | | | |
| % Dilution | | | 3.3% | | | | | | | | |
| Total Diluted Shares Outstanding | | | 260.0 | | | | | | | | |
______________________
The dilutive securities presentation above is calculated using the methods and assumptions described below; these are different from GAAP dilution, which is calculated based on the treasury stock method.
Options — The table above assumes the options are settled net of the option exercise price and employee withholding taxes, as is our practice effective January 2025, and the dilutive effect is presented as the net shares that would be issued upon exercise. Withholding taxes paid by the Company on behalf of the employees upon exercise is estimated to be $20.7 million, assuming the stock price in the table above and a 50% estimated employee withholding tax rate.
RSUs and subsidiary denominated equity awards — The table above assumes RSUs are settled net of employee withholding taxes, as is our practice effective January 2025, and the dilutive effect is presented as the net number of shares that would be issued upon vesting. Withholding taxes paid by the Company on behalf of the employees upon vesting is estimated to be $281.8 million, assuming the stock price in the table above and a 50% withholding rate.
All performance-based and market-based awards reflect the expected shares that will vest based on current performance or market estimates. The table assumes no change in the fair value estimate of the subsidiary denominated equity awards from the values used for GAAP purposes at December 31, 2024.
Exchangeable Senior Notes — The Company has two series of Exchangeable Senior Notes outstanding. In the event of an exchange, each series of Exchangeable Senior Notes can be settled in cash, shares, or a combination of cash and shares. At the time of each Exchangeable Senior Notes issuance, the Company purchased call options with a strike price equal to the exchange price of each series of Exchangeable Senior Notes (“Note Hedge”), which can be used to offset the dilution of each series of the Exchangeable Senior Notes. No dilution is reflected in the table above for any of the Exchangeable Senior Notes because it is the Company’s intention to settle the Exchangeable Senior Notes with cash equal to the face amount of the notes; any shares issued would be offset by shares received upon exercise of the Note Hedge.
Warrants — At the time of the issuance of each series of Exchangeable Senior Notes, the Company also sold warrants for the number of shares with the strike prices reflected in the table above. The cash generated from the exercise of the warrants is assumed to be used to repurchase Match Group shares and the resulting net dilution, if any, is reflected in the table above.
Non-GAAP Financial Measures
Match Group reports Adjusted Operating Income, Adjusted Operating Income Margin, Free Cash Flow, and Revenue Excluding Foreign Exchange Effects, all of which are supplemental measures to U.S. generally accepted accounting principles (“GAAP”). The Adjusted Operating Income, Adjusted Operating Income Margin, and Free Cash Flow measures are among the primary metrics by which we evaluate the performance of our business, on which our internal budget is based and by which management is compensated. Revenue Excluding Foreign Exchange Effects provides a comparable framework for assessing the performance of our business without the effect of exchange rate differences when compared to prior periods. We believe that investors should have access to the same set of tools that we use in analyzing our results. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP but should not be considered a substitute for or superior to GAAP results. Match Group endeavors to compensate for the limitations of the non-GAAP measures presented by providing the comparable GAAP measures and descriptions of the reconciling items, including quantifying such items, to derive the non-GAAP measures. We encourage investors to examine the reconciling adjustments between the GAAP and non-GAAP measures, which we describe below. Interim results are not necessarily indicative of the results that may be expected for a full year.
Definitions of Non-GAAP Measures
Adjusted Operating Income is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets, if applicable, and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements, as applicable. We believe Adjusted Operating Income is useful to analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. The above items are excluded from our Adjusted Operating Income measure because they are non-cash in nature. Adjusted Operating Income has certain limitations because it excludes certain expenses.
Adjusted Operating Income Margin is defined as Adjusted Operating Income divided by revenues. We believe Adjusted Operating Income Margin is useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. Adjusted Operating Income Margin has certain limitations in that it does not take into account the impact to our consolidated statement of operations of certain expenses.
Free Cash Flow is defined as net cash provided by operating activities, less capital expenditures. We believe Free Cash Flow is useful to investors because it represents the cash that our operating businesses generate, before taking into account non-operational cash movements. Free Cash Flow has certain limitations in that it does not represent the total increase or decrease in the cash balance for the period, nor does it represent the residual cash flow for discretionary expenditures. Therefore, we think it is important to evaluate Free Cash Flow along with our consolidated statement of cash flows.
We look at Free Cash Flow as a measure of the strength and performance of our businesses, not for valuation purposes. In our view, applying “multiples” to Free Cash Flow is inappropriate because it is subject to timing, seasonality and one-time events. We manage our business for cash, and we think it is of utmost importance to maximize cash – but our primary valuation metric is Adjusted Operating Income.
Revenue Excluding Foreign Exchange Effects is calculated by translating current period revenues using prior period exchange rates. The percentage change in Revenue Excluding Foreign Exchange Effects is calculated by determining the change in current period revenues over prior period revenues where current period revenues are translated using prior period exchange rates. We believe the impact of foreign exchange rates on Match Group, due to its global reach, may be an important factor in understanding period over period comparisons if movement in rates is significant. Since our results are reported in U.S. dollars, international revenues are favorably impacted as the U.S. dollar weakens relative to other currencies, and unfavorably impacted as the U.S. dollar strengthens relative to other currencies. We believe the presentation of revenue excluding foreign exchange effects in addition to reported revenue helps improve the ability to understand Match Group’s performance because it excludes the impact of foreign currency volatility that is not indicative of Match Group’s core operating results.
Non-Cash Expenses That Are Excluded From Our Non-GAAP Measures
Stock-based compensation expense consists principally of expense associated with the grants of RSUs, performance-based RSUs, and market-based awards. These expenses are not paid in cash, and we include the related shares in our fully diluted shares outstanding using the treasury stock method; however, performance-based RSUs and market-based awards are included only to the extent the applicable performance or market condition(s) have been met (assuming the end of the reporting period is the end of the contingency period). To the extent stock-based awards are settled on a net basis, we remit the required tax-withholding amounts from our current funds.
Depreciation is a non-cash expense relating to our property and equipment and is computed using the straight-line method to allocate the cost of depreciable assets to operations over their estimated useful lives, or, in the case of leasehold improvements, the lease term, if shorter.
Amortization of intangible assets and impairments of goodwill and intangible assets are non-cash expenses related primarily to acquisitions. At the time of an acquisition, the identifiable definite-lived intangible assets of the acquired company, such as customer lists, trade names and technology, are valued and amortized over their estimated lives. Value is also assigned to (i) acquired indefinite-lived intangible assets, which consist of trade names and trademarks, and (ii) goodwill, which are not subject to amortization. An impairment is recorded when the carrying value of an intangible asset or goodwill exceeds its fair value. We believe that intangible assets represent costs incurred by the acquired company to build value prior to acquisition and the related amortization and impairment charges of intangible assets or goodwill, if applicable, are not ongoing costs of doing business.
Additional Definitions
Tinder consists of the world-wide activity of the brand Tinder®.
Hinge consists of the world-wide activity of the brand Hinge®.
Evergreen & Emerging (“E&E”) consists of the world-wide activity of our Evergreen brands including Match®, Meetic®, OkCupid®, Plenty Of Fish®, and a number of demographically focused brands and our Emerging brands including BLK®, ChispaTM, The League®, Archer®, Upward®, YuzuTM, and other smaller brands.
Match Group Asia (“MG Asia”) consists of the world-wide activity of the brands Pairs® and Azar®.
Direct Revenue is revenue that is received directly from end users of our services and includes both subscription and à la carte revenue.
Indirect Revenue is revenue that is not received directly from end users of our services, substantially all of which is advertising revenue.
Payers are unique users at a brand level in a given month from whom we earned Direct Revenue. When presented as a quarter-to-date or year-to-date value, Payers represents the average of the monthly values for the respective period presented. At a consolidated level and a business unit level to the extent a business unit consists of multiple brands, duplicate Payers may exist when we earn revenue from the same individual at multiple brands in a given month, as we are unable to identify unique individuals across brands in the Match Group portfolio.
Revenue Per Payer (“RPP”) is the average monthly revenue earned from a Payer and is Direct Revenue for a period divided by the Payers in the period, further divided by the number of months in the period.
Monthly Active User (“MAU”) is a unique registered user at a brand level who has visited the brand’s app or, if applicable, their website in the last 28 days as of the measurement date. At a consolidated level and a business unit level to the extent a business unit consists of multiple brands, duplicate users will exist within MAU when the same individual visits multiple brands in a given month.
Leverage on a gross basis is calculated as principal debt balance divided by Adjusted Operating Income for the period referenced.
Leverage on a net basis is calculated as principal debt balance less cash and cash equivalents and short-term investments divided by Adjusted Operating Income for the period referenced.
Other Information
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
This executive commentary within the meaning of the Private Securities Litigation Reform Act of 1995. All statements that are not historical facts are “forward looking statements.” The use of words such as “anticipates,” “estimates,” “expects,” “plans” and “believes,” among others, generally identify forward-looking statements. These forward-looking statements include, among others, statements relating to: Match Group’s future financial performance, Match Group’s business prospects and strategy, anticipated trends, and other similar matters. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, among others: our ability to maintain or grow the size of our user base and convert users to paying users, competition, the limited operating history of some of our brands, our ability to attract users to our services through cost-effective marketing and related efforts, our ability to distribute our services through third parties and offset related fees, risks relating to our use of artificial intelligence, foreign currency exchange rate fluctuations, the integrity and scalability of our systems and infrastructure (and those of third parties) and our ability to adapt ours to changes in a timely and cost-effective manner, our ability to protect our systems from cyberattacks and to protect personal and confidential user information, impacts to our offices and employees from more frequent extreme weather events, risks relating to certain of our international operations and acquisitions, damage to our brands' reputations as a result of inappropriate actions by users of our services, and macroeconomic conditions. Certain of these and other risks and uncertainties are discussed in Match Group’s filings with the Securities and Exchange Commission. Other unknown or unpredictable factors that could also adversely affect Match Group’s business, financial condition and results of operations may arise from time to time. In light of these risks and uncertainties, these forward-looking statements may not prove to be accurate. Accordingly, you should not place undue reliance on these forward-looking statements, which only reflect the views of Match Group management as of the date of this executive commentary. Match Group does not undertake to update these forward-looking statements.
About Match Group
Match Group (NASDAQ: MTCH), through its portfolio companies, is a leading provider of digital technologies designed to help people make meaningful connections. Our global portfolio of brands includes Tinder®, Hinge®, Match®, Meetic®, OkCupid®, Pairs™, PlentyOfFish®, Azar®, BLK®, and more, each built to increase our users’ likelihood of connecting with others. Through our trusted brands, we provide tailored services to meet the varying preferences of our users. Our services are available in over 40 languages to our users all over the world.
Contact Us | | | | | |
Tanny Shelburne Match Group Investor Relations ir@match.com | Vidhya Murugesan Match Group Corporate Communications matchgroupPR@match.com |
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Match Group 8750 North Central Expressway, Suite 1400, Dallas, TX 75231, (214) 576-9352 https://mtch.com |
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Match (NASDAQ:MTCH)
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De Jan 2025 à Fév 2025
Match (NASDAQ:MTCH)
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