Post Facebook FB FB US Justin Post GrubHub GRUB GRUB US Nat Schindler IAC InterActive IAC IAC US Nat Schindler LendingTree TREE TREE US Nat Schindler Match Group MTCH MTCH US Nat Schindler Netflix, Inc. NFLX NFLX US Nat Schindler OnDeck Capital ONDK ONDK US Nat Schindler priceline.com PCLN PCLN US Justin Post

Bankrate RATE 975 Care.com CRCM 11.68 eBay EBAY 33.81 Expedia EXPE 124.97 Facebook FB 141.85 Fitbit FIT 571 GrubHub GRUB 33.27 LendingTree TREE 117.8 Match Group MTCH 16.45 Netflix nflx 143.62 ONDK ONDK 462 Pandora P 11.82 priceline.com PCLN 1761.77 Quotient QUOT 94 Snap SNAP 20.7 TripAdvisor TRIP 41.76 Trivag

ostering relationships are critical needs that influence everyone's happiness. As a result, the dating market presents a significant opportunity for Match Group. We consider our addressable market to be all adults in North America. Western Europe and other select countries around the world who are not in com

ship or an enduring marriage. romantic connectivity lifts the human spirit. Our mission is to increase romantic connectivity worldwide. Who we are Match Group is the worlds leading provider of dating products. We operate a portfolio of over 45 brands, including Match, OkCupid. Tinder. Plenty0fFish, Meetic,

orical pro forma earnings per share The following table sets forth the computation of pro forma basic and diluted earnings per share attributable to Match Group. Inc's shareholder. Nine months ended September 30, 2014 2015 Basle Diluted Basic Diluted Mir: \wird iiec.gov•Aniliiitsrediundats'l 575l$9,000

om which captal investments are made and debt is serviced Adjusted EBITDA has certain limitation in that it does not take into account the impact to Match Group, Ire's statement of opiresims of certain expenses (o) Contemn' with the Company's primary metric (descated in (a) atove), me timpani excludes, if ap

.636 Income tax provision (67.277) Net earnings 148,359 Net earnings attributable to noncontrolling interests (595) Net earnings attributable to Match Group, Inc's shareholder $ 147,764 The following tables reconcile segment assets to total assets: December 31, 2013 Segment assets Goodwill Indefinit

20,827 21,700 23,254 Operating income 33.564 53.951 58.900 74,918 Net earnings 18628 28.480 34,590 46,929 Net earnings attributable to Match Group, Inc 's shareholder 17.512 28,011 34.009 45.471 Year Ended December 31, 2014 Revenue $ 209,785 $ 211,906 $ 227,581 S 238,996 Cost of rev

d stock; (2) the settlement of related party receivables; and (3) the distribution of cash to owners. To reflect the acquisition of PlentyOfFish by Match Group. On October 28, 2015, we completed the acquisition of PlentyOfFish, which is being reflected in the unaudited pm forma combined balance sheet as if

(d) To reflect the elimination of costs incurred by Match Group related to the acquisition of Plenty0Wish for the nine month period ended September 30, 2015 as they are not expected to have a continuing impact on

attributable to Match Group. Inc 'a shareholder S 84.790 S 22.935 S 433 S 108.158 3 (32 857) S 75.301 S (689) S 74.612 Net earnngs per snare (I) Basic earrings per

nding 4.75% Senior Notes due 2022 issued by IAC for up to $500 million aggregate principal amount of new 6.75% Senior Notes due 2022 to be issued by Match Group, with registration rights. We will not receive any proceeds from the issuance of the Match Notes. See "Description of indebtedness" Prior to this of

ostering relationships are critical needs that influence everyone's happiness. As a result, the dating market presents a significant opportunity for Match Group. We consider our addressable market to be all adults in North America, Western Europe and other select countries around the world who are not in com

, and are expected to continue to serve following the completion of this offering, as our executive officers. Name Gregory R. Blatt 47 Chairman. Match Group Sam Yagan 38 Chief Executive Officer, Match Group Gary Swidler 45 Chief Financial Officer. Match Group Amarnath Thombre 42 Chief Strategy Of

ward agreement or otherwise, in the event that, during the two-year period following a change in control, a participants employment is terminated by Match Group (other than for cause or disability) or a participant resigns for good reason: any stock options and SARs outstanding as of the date of termination

individuals who hold Prior Plan Awards andlor Adjusted Awards at any time, current or prospective officers, employees, directors and consultants of Match Group and its subsidiaries and affiliates (other than IAC and its subsidiaries and affiliates) will be eligible to be granted awards under the 2015 Plan.

reof at any time on a share for share basis. Such conversion ratio will in all events be equitably preserved in the event of any recapitalization of Match Group by means of a stock dividend on. or a stock split or combination of, our outstanding common stock or Class B common stock, or in the event of any me

price was funded through a combination of $75.0 million of cash on hand and a $500.0 million cash contribution from MC. IAC will ultimately receive Match Group shares for the $500.0 million contribution. The number of shares that will be issued will be calculated using the initial public offering price in t