n this offering). As a result of IAC's ownership of all of our Class B common stock following this offering, we will be a "controlled company' under the Marketplace Rules of the NASDAQ Stock Market. Match Group. Inc. is offering the shares to be sold in this offering. Match Group. Inc. currently intends to use all of the net proceeds from this

ompletion of this offering, IAC will own more than 50% of the combined voting power of our share capital and we will be a "controlled company" under the Marketplace Rules of the NASDAQ Stock Market. or the Marketplace Rules. As a "controlled company," certain exemptions under the NASDAQ standards will free us from the obligation to comply with