8-K
Match Group, Inc. (MTCH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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): May 8, 2025
MATCH GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34148 | 59-2712887 |
|---|---|---|
| (State or other jurisdiction <br>of incorporation) | (Commission <br>File Number) | (IRS Employer <br>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 May 8, 2025, Match Group, Inc. (“Match Group”) published a press release and prepared remarks, each of which included results for the quarter ended March 31, 2025. The press release and prepared remarks 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 May 8, 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 July 18, 2025 to stockholders of record as of the close of business on July 3, 2025.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | Press Release dated May 8, 2025. |
| 99.2 | Prepared Remarks dated May 8, 2025. |
| 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.
| MATCH GROUP, INC. | |
|---|---|
| By: | /s/ Steven Bailey |
| Steven Bailey | |
| Chief Financial Officer |
Date: May 8, 2025
Document
Exhibit 99.1
Match Group Announces First Quarter Results
New CEO Spencer Rascoff Drives Increased Product Velocity and Organizational Discipline – Positioning Match Group for $100M+ in Annualized Savings
LOS ANGELES, May 8, 2025 - Match Group (NASDAQ: MTCH) today announced financial results for the first quarter ended March 31, 2025.
“In my first full quarter as CEO, we’ve moved quickly to reinvigorate the business and this quarter’s results show early traction,” said Spencer Rascoff, CEO of Match Group. “In just a few months, we’ve unlocked significant cross-company synergies, reorganized our largest business unit, accelerated product development, and brought greater focus and discipline to how we work. The organization is moving faster, aligned on sharper priorities, and beginning to deliver against the strategy we’ve put in place.”
Match Group announced a reorganization aimed at creating a more integrated, product-led company focused on accelerating innovation, improving execution, and delivering better outcomes for users. This shift supports Match Group’s commitment to leading the future of meaningful connection – one that’s more authentic, lower-pressure, and aligned with how people, especially Gen Z, choose to connect today.
Through these changes, Match Group is becoming a flatter, more nimble organization – with fewer layers, more empowered teams, and a clearer line of sight to execution. The company announced a planned 13% workforce reduction and centralized key functions – including select technology & data services, customer care and content moderation, media buying, and international go-to-market functions – to reduce duplication and unlock scale. These decisions reinforce a broader commitment to focus, speed, and long-term growth, positioning Match Group to deliver more impact with greater efficiency across its multi-brand portfolio.
“Match Group is the clear global leader in creating meaningful connections, and today’s changes will allow us to realize the full benefits of our scale. We are breaking down business silos, improving company-wide communication and collaboration, and unleashing efficiencies and innovation. The ultimate beneficiaries of these changes will be the tens of millions of users who rely on our apps to spark meaningful connections,” said Rascoff. “This is a critical first step toward improving user outcomes, which over time drives user growth, revenue expansion, and long-term shareholder value.”
Match Group Q1 2025 Financial Highlights
•Total Revenue of $831 million declined 3% year-over-year (“Y/Y”), down 1% on a foreign exchange (“FX”) neutral basis (“FXN”), driven by a 5% Y/Y decline in Payers to 14.2 million, partially offset by a 1% Y/Y increase in RPP to $19.07.
•Operating Income of $173 million declined 7% Y/Y, representing an Operating Income Margin of 21%.
•Adjusted Operating Income of $275 million declined 2% Y/Y, representing an Adjusted Operating Income Margin of 33%.
•Operating Cash Flow and Free Cash Flow were $193 million and $178 million, respectively, year-to-date through March 31, 2025.
•Repurchased 6.1 million of our shares at an average price of $32 per share on a trade date basis for a total of $195 million and paid $48 million in dividends, deploying over 135% of our free cash flow for capital return to shareholders.
•Diluted shares outstanding1 were 255.8 million as of April 30, 2025, a decrease of 9%, since May 3, 2024.
The following table summarizes total company consolidated financial results for the three months ended March 31, 2025 and 2024.
| Three Months Ended March 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (Dollars in millions, except RPP, Payers in thousands) | 2025 | 2024 | Y/Y Change | ||||||
| Total Revenue | $ | 831 | $ | 860 | (3) | % | |||
| Direct Revenue | $ | 812 | $ | 845 | (4) | % | |||
| Operating Income | $ | 173 | $ | 185 | (7) | % | |||
| Operating Income Margin | 21 | % | 21 | % | |||||
| Adjusted Operating Income | $ | 275 | $ | 279 | (2) | % | |||
| Adjusted Operating Income Margin | 33 | % | 33 | % | |||||
| Payers | 14,198 | 14,930 | (5) | % | |||||
| RPP | $ | 19.07 | $ | 18.87 | 1 | % |
Other Quarterly Highlights:
•Launched several new features on Tinder, including AI-enabled Discovery, Double Date, and The Game Game™, all aimed at creating more social, low-pressure experiences for Gen Z users.
•Continued testing new Trust & Safety features on Tinder to improve platform integrity.
•Rolled out Hinge’s new AI-powered recommendation algorithm, which has driven a 15%+ increase in matches and contact exchanges.
•Detailed further geographical expansion efforts across Hinge, The League, Azar, and Pairs, extending our reach and unlocking new growth opportunities.
1 As defined on page 10 of this press release.
A webcast of our first quarter 2025 results will be available at https://ir.mtch.com, along with our Prepared Remarks and Supplemental Financial Materials. The webcast will begin today, May 8, 2025 at 8:30 AM Eastern Time. This press release, including the reconciliations of certain non-GAAP measures to their nearest comparable GAAP measures, is also available on that site.
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 July 18, 2025 to stockholders of record as of July 3, 2025.
Financial Outlook
For Q2 2025, Match Group expects:
•Total Revenue of $850 to $860 million, down 2% to flat Y/Y.
•Adjusted Operating Income of $295 to $300 million, down 4% to down 2% Y/Y.
•Adjusted Operating Income Margin of approximately 35% at the midpoints of the ranges.
Financial Results
Consolidated Operating Costs and Expenses
| Three Months Ended March 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2025 | % of Revenue | 2024 | % of Revenue | Y/Y Change | |||
| Cost of revenue | $ | 236,908 | 29% | $ | 256,742 | 30% | (8) | % |
| Selling and marketing expense | 157,096 | 19% | 165,301 | 19% | (5) | % | ||
| General and administrative expense | 111,520 | 13% | 106,241 | 12% | 5 | % | ||
| Product development expense | 120,854 | 15% | 115,737 | 13% | 4 | % | ||
| Depreciation | 21,729 | 3% | 20,521 | 2% | 6 | % | ||
| Amortization of intangibles | 10,478 | 1% | 10,367 | 1% | 1 | % | ||
| Total operating costs and expenses | $ | 658,585 | 79% | $ | 674,909 | 79% | (2) | % |
Liquidity and Capital Resources
During the three months ended March 31, 2025, we generated operating cash flow of $193 million and Free Cash Flow of $178 million.
During the quarter ended March 31, 2025, we repurchased 6.1 million shares of our common stock for $195 million on a trade date basis at an average price of $32.01. Between April 1 and April 30, 2025, we repurchased an additional 3.5 million shares of our common stock for $100 million on a trade date basis at an average price of $28.92. As of April 30, 2025, $1.45 billion in aggregate value of shares of Match Group stock remains available under our share repurchase program.
On January 21, 2025, we repaid the outstanding $425 million balance on our Term Loan with cash on hand.
As of March 31, 2025, we had $414 million in cash, cash equivalents, and short-term investments and $3.5 billion of long-term debt, all of which is fixed rate debt, including $1.2 billion of Exchangeable Senior Notes. Our $500 million revolving credit facility was undrawn as of March 31, 2025. Match Group’s trailing twelve-month leverage2 as of March 31, 2025 was 2.8x on a gross basis and 2.4x on a net basis.
On April 17, 2025, we paid a dividend of $0.19 per share to holders of record on April 3, 2025. The total cash payout was $47 million.
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 8.
GAAP Financial Statements
Consolidated Statement of Operations
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| (In thousands, except per share data) | |||||
| Revenue | $ | 831,178 | $ | 859,647 | |
| Operating costs and expenses: | |||||
| Cost of revenue (exclusive of depreciation shown separately below) | 236,908 | 256,742 | |||
| Selling and marketing expense | 157,096 | 165,301 | |||
| General and administrative expense | 111,520 | 106,241 | |||
| Product development expense | 120,854 | 115,737 | |||
| Depreciation | 21,729 | 20,521 | |||
| Amortization of intangibles | 10,478 | 10,367 | |||
| Total operating costs and expenses | 658,585 | 674,909 | |||
| Operating income | 172,593 | 184,738 | |||
| Interest expense | (35,256) | (40,353) | |||
| Other income, net | 2,616 | 9,474 | |||
| Earnings before income taxes | 139,953 | 153,859 | |||
| Income tax provision | (22,382) | (30,625) | |||
| Net earnings | 117,571 | 123,234 | |||
| Net earnings attributable to noncontrolling interests | (1) | (36) | |||
| Net earnings attributable to Match Group, Inc. shareholders | $ | 117,570 | $ | 123,198 | |
| Net earnings per share attributable to Match Group, Inc. shareholders: | |||||
| Basic | $ | 0.47 | $ | 0.46 | |
| Diluted | $ | 0.44 | $ | 0.44 | |
| Basic shares outstanding | 251,130 | 268,142 | |||
| Diluted shares outstanding | 271,928 | 286,211 | |||
| Stock-based compensation expense by function: | |||||
| Cost of revenue | $ | 1,835 | $ | 1,711 | |
| Selling and marketing expense | 2,742 | 2,838 | |||
| General and administrative expense | 27,006 | 24,211 | |||
| Product development expense | 38,811 | 35,060 | |||
| Total stock-based compensation expense | $ | 70,394 | $ | 63,820 |
Consolidated Balance Sheet
| March 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| (In thousands) | ||||
| ASSETS | ||||
| Cash and cash equivalents | $ | 409,422 | $ | 965,993 |
| Short-term investments | 4,748 | 4,734 | ||
| Accounts receivable, net | 323,347 | 324,963 | ||
| Other current assets | 94,271 | 102,072 | ||
| Total current assets | 831,788 | 1,397,762 | ||
| Property and equipment, net | 152,904 | 158,189 | ||
| Goodwill | 2,312,865 | 2,310,730 | ||
| Intangible assets, net | 207,025 | 215,448 | ||
| Deferred income taxes | 266,560 | 262,557 | ||
| Other non-current assets | 118,743 | 121,085 | ||
| TOTAL ASSETS | $ | 3,889,885 | $ | 4,465,771 |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
| LIABILITIES | ||||
| Accounts payable | $ | 8,684 | $ | 18,262 |
| Deferred revenue | 158,475 | 166,142 | ||
| Accrued expenses and other current liabilities | 345,210 | 365,057 | ||
| Total current liabilities | 512,369 | 549,461 | ||
| Long-term debt, net | 3,427,164 | 3,848,983 | ||
| Income taxes payable | 36,984 | 33,332 | ||
| Deferred income taxes | 11,907 | 11,770 | ||
| Other long-term liabilities | 84,173 | 85,882 | ||
| Commitments and contingencies | ||||
| SHAREHOLDERS’ EQUITY | ||||
| Common stock | 298 | 294 | ||
| Additional paid-in capital | 8,703,295 | 8,756,482 | ||
| Retained deficit | (6,462,183) | (6,579,753) | ||
| Accumulated other comprehensive loss | (437,474) | (449,611) | ||
| Treasury stock | (1,986,648) | (1,791,071) | ||
| Total Match Group, Inc. shareholders’ equity | (182,712) | (63,659) | ||
| Noncontrolling interests | — | 2 | ||
| Total shareholders’ equity | (182,712) | (63,657) | ||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 3,889,885 | $ | 4,465,771 |
Consolidated Statement of Cash Flows
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (In thousands) | ||||
| Cash flows from operating activities: | ||||
| Net earnings | $ | 117,571 | $ | 123,234 |
| Adjustments to reconcile net earnings to net cash provided by operating activities: | ||||
| Stock-based compensation expense | 70,394 | 63,820 | ||
| Depreciation | 21,729 | 20,521 | ||
| Amortization of intangibles | 10,478 | 10,367 | ||
| Deferred income taxes | (3,722) | 6,777 | ||
| Other adjustments, net | 5,325 | 3,585 | ||
| Changes in assets and liabilities | ||||
| Accounts receivable | 2,510 | 71,674 | ||
| Other assets | 15,230 | 7,118 | ||
| Accounts payable and other liabilities | (49,339) | (22,538) | ||
| Income taxes payable and receivable | 11,525 | 11,051 | ||
| Deferred revenue | (8,584) | (11,506) | ||
| Net cash provided by operating activities | 193,117 | 284,103 | ||
| Cash flows from investing activities: | ||||
| Capital expenditures | (15,427) | (17,234) | ||
| Other, net | (1,067) | (8,814) | ||
| Net cash used in investing activities | (16,494) | (26,048) | ||
| Cash flows from financing activities: | ||||
| Principal payments on Term Loan | (425,000) | — | ||
| Proceeds from issuance of common stock pursuant to stock-based awards | 378 | 1,255 | ||
| Withholding taxes paid on behalf of employees on net settled stock-based awards | (78,749) | (9,591) | ||
| Dividends | (47,791) | — | ||
| Purchase of treasury stock | (188,676) | (188,593) | ||
| Purchase of noncontrolling interests | (84) | (737) | ||
| Other, net | (374) | (1,953) | ||
| Net cash used in financing activities | (740,296) | (199,619) | ||
| Total cash (used) provided | (563,673) | 58,436 | ||
| Effect of exchange rate changes on cash and cash equivalents | 7,102 | (5,947) | ||
| Net (decrease) increase in cash and cash equivalents | (556,571) | 52,489 | ||
| Cash, cash equivalents, and restricted cash at beginning of period | 965,993 | 862,440 | ||
| Cash, cash equivalents, and restricted cash at end of period | $ | 409,422 | $ | 914,929 |
Reconciliations of GAAP to Non-GAAP Measures
Reconciliation of Operating Income to Adjusted Operating Income
| Three Months Ended March 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||
| (Dollars in thousands) | |||||||
| Operating Income | $ | 172,593 | $ | 184,738 | |||
| Stock-based compensation expense | 70,394 | 63,820 | |||||
| Depreciation | 21,729 | 20,521 | |||||
| Amortization of intangibles | 10,478 | 10,367 | |||||
| Adjusted Operating Income | $ | 275,194 | $ | 279,446 | |||
| Revenue | $ | 831,178 | $ | 859,647 | |||
| Operating Income Margin | 21 | % | 21 | % | |||
| Adjusted Operating Income Margin | 33 | % | 33 | % |
Reconciliation of Operating Income to Adjusted Operating Income used in Leverage Ratios
| Twelve months ended<br>March 31, 2025 | ||
|---|---|---|
| (In thousands) | ||
| Operating Income | $ | 811,167 |
| Stock-based compensation expense | 273,955 | |
| Depreciation | 88,707 | |
| Impairments and amortization of intangibles | 74,286 | |
| Adjusted Operating Income | $ | 1,248,115 |
Reconciliation of Forecasted Operating Income to Forecasted Adjusted Operating Income
| Three Months EndedJune 30, 2025 | |
|---|---|
| (In millions) | |
| Operating Income | 195 to 200 |
| Stock-based compensation expense | 71 |
| Depreciation and impairments and amortization of intangibles | 29 |
| Adjusted Operating Income | 295 to 300 |
| Revenue | 850 to 860 |
| Operating Income Margin (at the mid-point of the ranges) | 23 |
| Adjusted Operating Income Margin (at the mid-point of the ranges) | 35 |
All values are in US Dollars.
Reconciliation of Operating Cash Flow to Free Cash Flow
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (In thousands) | ||||
| Net cash provided by operating activities | $ | 193,117 | $ | 284,103 |
| Capital expenditures | (15,427) | (17,234) | ||
| Free Cash Flow | $ | 177,690 | $ | 266,869 |
Reconciliation of GAAP Revenue to Non-GAAP Revenue, Excluding Foreign Exchange Effects
| Three Months Ended March 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | Change | % Change | 2024 | |||||
| (Dollars in millions, rounding differences may occur) | ||||||||
| Total Revenue, as reported | $ | 831.2 | (3) | % | $ | 859.6 | ||
| Foreign exchange effects | 19.4 | |||||||
| Total Revenue, excluding foreign exchange effects | $ | 850.6 | (1) | % | $ | 859.6 |
All values are in US Dollars.
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 | 4/30/2025 | |
|---|---|---|
| Share Price | $29.66 | |
| Absolute Shares | 245.2 | |
| Equity Awards | ||
| Options | $18.11 | 0.4 |
| RSUs and subsidiary denominated equity awards | 10.1 | |
| Total Dilution - Equity Awards | 10.5 | |
| Outstanding Warrants | ||
| Warrants expiring on September 15, 2026 (6.6 million outstanding) | $133.17 | — |
| Warrants expiring on April 15, 2030 (6.9 million outstanding) | $133.23 | — |
| Total Dilution - Outstanding Warrants | — | |
| Total Dilution | 10.5 | |
| % Dilution | 4.1% | |
| Total Diluted Shares Outstanding | 255.8 |
______________________
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, 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 $13.2 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, 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 $300.8 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 March 31, 2025.
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 May 8, 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<br><br>Match Group Investor Relations<br><br>ir@match.com | Vidhya Murugesan<br><br>Match Group Corporate Communications<br><br>matchgroupPR@match.com |
|---|---|
| Match Group<br><br>8750 North Central Expressway, Suite 1400, Dallas, TX 75231, (214) 576-9352 https://mtch.com |
13
MTCH 8-K 2025.05.08 EX99.2
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Exhibit 99.2
Q1 2025 Match Group Prepared Remarks
This is my first full-quarter earnings call as
CEO, and I want to start by saying how
proud I am to be here, and how
energized I am by the opportunity ahead.
We're a company with a powerful mission
– to spark meaningful connections. Our
job is to deliver on that mission with
urgency, excellence, and a consumer-first
mindset by building products that reflect
how people want to connect today.
Over the last three months, I have visited
many of our offices around the world,
spoken with hundreds of employees, and
gathered insights from thousands of
users across our apps. Each conversation
with a Match Group team member has
reinforced how deeply our people believe
in this mission. That mission-orientation,
combined with our product innovation
and platform scale, puts us in a strong
position to act decisively as we chart the
future of personal connection.
One of my priorities is evolving Match Group from a collection of independently
managed brands into a unified product-led organization that prioritizes innovation
and user outcomes and operates as one company, not four divisions, to gain the full
benefits of our scale and multi-brand portfolio. Today we announced a
reorganization centralizing key functions including select technology & data services,
customer care and content moderation, media buying, and international go-to-
market functions – while still allowing each brand to maintain their independence
and product roadmaps.
We’ve also taken some hard, but appropriate, steps today to sharpen our focus,
including a planned 13% reduction of our workforce, as well as closing a number of
open roles, and further tightening operating expenses. These actions position us to
achieve more than $100 million in annualized savings, including approximately $45
million of in-year savings in 2025. But more importantly, these changes make us
more nimble, more focused, and better aligned – enabling faster decision-making,
reducing management layers (including around 1 in 5 managers overall) so
individuals can have greater impact, and accelerating our ability to ship products
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and features that deliver meaningful user outcomes. These savings will enable us to
deliver the margin goals we outlined at our December Investor Day while also
providing the ability to invest in ways that we believe will return us to growth.
I want to acknowledge the extraordinary contributions from, and give thanks to,
those who will be leaving the company as a result of these decisions. Their hard work
helped strengthen our position and make future success more possible.
We’re acting with urgency, making bold, long-term decisions, and relentlessly
prioritizing user outcomes. The best tech companies operate in product-first, builder
mode – and this next chapter at Match Group is about getting back to that: fewer
layers, faster execution, and a culture focused on creating value through innovation.
This is a big change, and the company is responding positively to this culture shift.
We are already operating with greater clarity, discipline, and speed.
In fact, our solid financial and operating performance to start the year reflects the
focus and resilience of our teams. In Q1, both Match Group Total Revenue and
Adjusted Operating Income (“AOI”) came in above the high end of our guidance,
driven by business performance that was in-line with our expectations, favorable
foreign exchange (“FX”) trends, and ongoing rigorous cost management.
1 Source: Sensor Tower. Combined downloads across Apple App Store and Google Play Store.
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Tinder®
Turning now to Tinder, our biggest brand and the #1 most downloaded dating app
worldwide1. We’re making tangible progress on our product roadmap and starting to
see green shoots.
Our priorities at Tinder are to rebuild trust on the platform through a cleaner
ecosystem; deliver better user outcomes; and re-energize the user experience, all of
which are foundational to driving long-term engagement and sustainable growth.
While our Hinge brand leads the category for those looking for a serious relationship,
or what we call “intentioned dating,” Tinder is the leading app for younger users
looking for lighter, lower-pressure connections. To meet the needs of this Gen Z
audience (age 18-27), we’re focused on building features that feel more fun and more
spontaneous. Our effort is on reducing friction in how people engage with one
another and evolving the experience to reflect a broader definition of connection.
We’re already seeing traction with this approach. Let me give you a few examples of
how this is already showing up in Tinder:
We recently launched our Double Date feature in several European markets,
allowing users to team up with a friend and match with other pairs. It’s resonating
with our younger audience – nearly 90% of Double Date profiles are from users
under 29, and women using Double Date are three times as likely to swipe right on a
pair than an individual. The feature isn’t just driving engagement; it’s also growing
our audience, with nearly 12% of invited users in these markets representing new
registrations or reactivations. We plan to launch in several additional European,
Asian, and LatAm markets soon as we seek to create more fun opportunities for
connection. The U.S. launch is planned for later this year.
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In addition, we launched The Game Game™ on iOS in numerous markets worldwide.
This voice-based experience was only out for the month of April, and it let users
practice flirting with an artificial intelligence (“AI”) date to learn to break the ice
through humor, storytelling, and playful interaction. Approximately three-quarters of
a million Tinder users played it last month, demonstrating its ability to tackle one of
the most common challenges we hear: just starting a conversation can feel
intimidating. In addition to demonstrating our leading edge use of AI, The Game
Game drove significant viral awareness and reconsideration of Tinder, and gave us
deep insights into how our users interact with voice AI, which will inform future
product development.
And while we have been utilizing AI and machine learning for years in our core
matching algorithm and in trust & safety, we are bringing AI deeper into our product
experience. We are testing a new AI-enabled discovery experience in New Zealand
that marks a major leap in utilizing AI in a new way to improve dating outcomes.
With permission of our users, it takes in more attributes – such as insights gleaned
from their phone’s camera roll and responses to dynamic questions about what they
are seeking – to generate a curated, personalized daily match. Early signals are
promising, and we see this as a clear example of how AI can drive more relevant,
higher-quality connections, and reflects our commitment to reimagining the
experience beyond the Swipe® feature.
Each of these features is a clear example of how we’re reshaping the experience to
better serve our target audiences. We’re listening, learning, and building with their
needs in mind. We’re encouraged by our progress to date and I look forward to
sharing more as we move forward.
Finally, we continue to invest in our industry-leading trust & safety initiatives to
ensure that Tinder and other Match Group apps are the safest way to meet new
people. We’ve been testing several new features aimed at validating the authenticity
of users. In tests of these features, we’ve seen a more than 15% reduction in bad actor
reports. Last week we announced another cutting-edge innovation aimed at
ensuring user authenticity – our collaboration as the first dating or consumer social
company to integrate with World ID. We will start with Tinder in Japan and then
plan to roll out to other geographies and brands. Our broad scale, global reach,
multi-brand portfolio, and ability to invest more in trust & safety than anyone in our
category is an advantage that also improves user outcomes.
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Hinge®
At Hinge, user momentum remains
strong and we’re seeing continued
great product traction. Since
launching globally in late March, our
new AI-powered recommendation
algorithm has driven a greater than
15% increase in matches and contact
exchanges, demonstrating the ability
of our investment in AI to significantly
improve user outcomes.
We’re also continuing to enhance in-
app coaching, including by providing
Prompt Feedback – an AI-powered
feature that suggests improvements to
profile prompts in real time – in the
onboarding flow to increase its impact
and exposure. We’re planning to test
Warm Introductions in the coming months, which will highlight shared interests to
improve match quality. With continued innovation, strong brand resonance, and
global expansion underway, we’re confident Hinge is well positioned to continue its
leadership in intentioned dating.
International Expansion
One of Match Group’s core strengths is our ability to build and acquire compelling
consumer apps. Our strategy has been consistent: first, we establish product-market
fit, then we monetize, and finally we scale globally with a proven go-to-market
playbook. In 2025, we’re leaning into this playbook with a number of global
expansion efforts across the portfolio. For example, Hinge is on track to launch in
Brazil and Mexico in the second half of the year, as it seeks to serve intentioned
daters in new markets. The League is planning to launch in the Middle East and
India to meet the demand for premium experiences in these regions. Azar is
continuing its U.S. and Western Europe expansion, and Pairs recently launched in
South Korea. These moves highlight our focus on further unlocking growth by
extending our reach, and we’re confident that by executing our playbook across our
brands and new markets, we are well-positioned to create long-term value for both
users and our company.
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Closing Thoughts
We are in the early days of a transformation. Small, focused teams across the
company are fueling a wave of innovation – from college-focused concepts out of
our New York office, to a group meetup experience built by our Korea team, to offline
event experimentation in Japan, to changes to the core of the Tinder app. And by
leveraging AI, staying relentlessly user-first, and moving with speed, we have a real
opportunity to reignite, and redefine, the future of human connection. The impact of
deep learning is already reshaping our matching algorithms across the entire
company, powering more personalized, more relevant, and more effective
experiences for our users. And this is just the beginning.
The management team and I believe in our mission. I believe in our team. And I
believe we will execute to drive growth and ultimately shareholder value over time.
Following our last earnings call – just four days into my role – I personally purchased
$2 million of Match Group stock at an average price of $34 per share. One quarter
later, today, my conviction in our mission, our strategy, and our team has only
strengthened. Given my confidence in our company, I plan to purchase an additional
$1 million of stock soon after our trading window opens.
2 Source: Sensor Tower. Combined downloads across Apple App Store and Google Play Store. Rank among all dating
apps, as defined by Match Group.
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Q1 2025 Financial Performance
We’re pleased with our start to the year and with our Q1 financial results. As Spencer
mentioned, both Match Group Total Revenue and AOI exceeded the high-end of our
guidance range in the quarter, driven by business performance that was in-line with
our expectations, favorable FX trends, and ongoing cost discipline.
In Q1, Match Group’s Total Revenue was $831 million, down 3% year-over-year (“Y/Y”),
down 1% Y/Y FX neutral (“FXN”). FX headwinds were $5 million less than we
anticipated at the time of our last earnings call. Excluding the exit of our live
streaming businesses (“Ex-Live”), Total Revenue was down 2% Y/Y, up 1% Y/Y FXN.
RPP grew 1% to $19.07, while Payers declined 5% Y/Y to 14.2 million. Indirect revenue
was a record quarter, up 31% Y/Y, driven by an increase in spend from our top
advertisers.
•Tinder Direct Revenue in Q1 was $447 million, down 7% Y/Y, down 4% FXN.
Tinder Payers declined 6% Y/Y to 9.1 million and RPP declined 1% Y/Y to $16.38.
Y/Y Payer declines were impacted by user trends, which are still declining Y/Y,
but at a stable rate. Tinder’s monthly active users declined 9% Y/Y in Q1.
Operating Income (“OI”) in the quarter was $193 million, down 8% Y/Y,
representing an OI margin of 42%. AOI in the quarter was $228 million, down
5% Y/Y, representing an AOI margin of 49%.
•Hinge continued its strong momentum in Q1 with Direct Revenue of $152
million, up 23% Y/Y, up 24% FXN. Hinge’s strong download performance
continued across both core English-speaking and Western European markets.
Hinge maintained its number one ranking across 10 countries and the
number two ranking in its Western European markets overall in the quarter2.
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Payers grew 19% Y/Y to 1.7 million, driven by strong user growth. RPP grew 3%
to $29.90, driven largely by subscription price optimizations across several
core markets. OI was $29 million in the quarter, up 55% Y/Y, representing an
OI margin of 19%. AOI was $43 million, up 47% Y/Y, representing an AOI
margin of 28%.
•E&E Direct Revenue was $149 million, down 12% Y/Y, down 11% FXN, driven by
Evergreen brands’ declines of 15% Y/Y, partially offset by a 3% Y/Y increase at
Emerging brands. Ex-Live, E&E Direct Revenue was down 8% Y/Y, down 7% Y/Y
FXN. E&E is executing on its consolidation plans and is on track to migrate
Plenty of Fish and Meetic, its final two brands, later this year. Payers declined
16% Y/Y to 2.4 million, while RPP rose 5% Y/Y to $20.76. In Q1, E&E delivered OI
of $7 million, down 61% Y/Y, representing an OI margin of 4%. AOI of $29
million was down 25% Y/Y, partially due to the timing of marketing spend, for
an AOI margin of 19%.
•MG Asia delivered Direct Revenue of $64 million, down 11% Y/Y, down 7% FXN.
Ex-Live, Direct Revenue was down 2% Y/Y, up 3% FXN in Q1. Azar Direct
Revenue was down 1% Y/Y, up 5% Y/Y FXN, as it continued executing on its
European and U.S. expansion efforts. Pairs’ Direct Revenue was down 3% Y/Y,
flat Y/Y FXN, driven by ongoing stability in the Japanese market. Across MG
Asia, Payers increased 5% Y/Y to 1 million, while RPP declined 15% Y/Y to $21.23,
partially due to FX impacts. OI was $3 million in the quarter, representing an
OI margin of 5% and AOI was $19 million, up 43% Y/Y, representing an AOI
margin of 30%. OI and AOI benefitted from a tax reserve release in the quarter.
In Q1, Total Company OI was $173 million, down 7% Y/Y, representing a margin of 21%,
and AOI was $275 million, down 2% Y/Y, representing a margin of 33%.
Consolidated Operating Costs and Expenses
Including stock-based compensation (“SBC”) expense, total expenses were down 2%
Y/Y in Q1. Cost of revenue decreased 8% Y/Y, and represented 29% of Total Revenue,
down one point Y/Y, driven by lower IAP fees and reduced variable expenses from
the shutdown of our live streaming services mid-last year. Selling and marketing
costs decreased $8 million or 5% Y/Y, due to lower marketing spend at Tinder and
MG Asia, and was flat as a percentage of Total Revenue at 19%. General and
administrative costs increased 5% Y/Y, up one point Y/Y as a percentage of Total
Revenue to 13% driven primarily by severance and other employee compensation-
related costs. Product development costs grew 4% Y/Y as a result of higher SBC
expense, primarily at Tinder and Hinge, and were up one point as a percent of Total
Revenue to 15%. Depreciation and amortization increased by $1 million Y/Y to $32
million.
3 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 12.
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Capital Allocation & Liquidity
Our gross leverage was 2.8x and net leverage3 was 2.4x at the end of Q1. We ended
the quarter with $414 million of cash, cash equivalents and short-term investments
on hand. In Q1, we repurchased 6.1 million of our shares at an average price of $32 per
share on a trade date basis for a total of $195 million and paid $48 million in
dividends, deploying over 135% of our free cash flow for capital return to
shareholders. We maintain our commitment to return 100% of free cash flow to
shareholders through share buybacks and the dividend. In late January, we repaid
the $425 million outstanding balance on our Term Loan with cash on hand.
Financial Guidance
Q2 2025
We expect Q2 Total Revenue for Match Group of $850 million to $860 million, down
2% to flat Y/Y. This range assumes a one-point Y/Y tailwind from FX and a one-point
Y/Y headwind from the exit of Hakuna and other of our live streaming businesses.
FXN Ex-Live, we expect Total Revenue to be down 2% to down 1% Y/Y.
We expect Match Group AOI of $295 million to $300 million in Q2, representing a Y/Y
decline of 3%, and AOI margin of approximately 35% at the midpoints of the ranges.
We expect costs associated with the restructuring of our operations to be $17 million
in the quarter. Excluding these restructuring costs, we expect AOI to increase Y/Y by
3% and AOI margins to be approximately 37% at the mid-point of the ranges.
| Total Revenue | Adjusted Operating Income | |
|---|---|---|
| Q2 2025 | $850 to $860 million | $295 to $300 million |
| 10 | ||
| --- |
Full Year 2025 Guidance
Our full year 2025 Match Group Total Revenue guidance of $3,375 to $3,500 million
remains unchanged.
Our full year results could be impacted by macroeconomic conditions or changes in
FX rates, both of which remain volatile and difficult to predict. Our business is not
directly subject to tariffs and because a significant portion of our revenue is derived
from subscriptions, which tend to be stickier than impulse purchases like à la carte
(“ALC”), our business has historically been relatively resilient to macroeconomic
impacts. We’ve seen some impact to ALC revenue in the past, especially at our
brands with younger users or those with less discretionary income, and we’ve started
to see some impact to ALC revenue at Tinder in recent weeks, which we are
monitoring closely. We are prepared to take pricing, merchandising, or other actions
to minimize the impact to our financial performance should these trends persist.
The recent decline in the dollar relative to other major currencies helped our Q1
results, and we expect FX to be a tailwind to Y/Y Total Revenue growth in Q2, helping
to offset any consumer spending-related headwinds.
We expect Match Group AOI to be within the previously disclosed full year guidance
range of $1,232 to $1,278 million on an as reported basis, and roughly in the middle of
the range when excluding approximately $25 million in costs associated with the
restructuring of our operations. We expect to achieve our full year AOI margin target
of 36.5%, excluding these restructuring costs.
We now expect SBC expense in 2025 of $280 to $290 million, meaningfully lower
than the range we provided at our last earnings call, due to restructuring of our
operations and our continued focus on managing headcount and SBC expense.
As Spencer outlined, we’ve taken meaningful steps to become a flatter, more
efficient, product-first organization. We expect these changes to help us achieve our
margin goals (excluding costs associated with the restructuring of our operations)
and better position the company to weather any macro headwinds. We expect them
to also greatly improve product execution and accelerate innovation, which in turn
should lead to improved growth and shareholder value over time.
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Appendix
Reconciliations of GAAP to Non-GAAP Measures
Reconciliation of Operating Income to Adjusted Operating Income
| Three Months Ended March 31, 2025 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Tinder | Hinge | E&E | MG Asia | Corporate &<br><br>unallocated<br><br>costs | Eliminations | Total Match<br><br>Group | ||||||||||
| (Dollars in thousands) | ||||||||||||||||
| Operating Income<br><br>(Loss) | $193,348 | $28,625 | $6,678 | $3,447 | $(59,505) | $— | $172,593 | |||||||||
| Stock-based<br><br>compensation<br><br>expense | 25,315 | 13,232 | 12,227 | 4,834 | 14,786 | — | 70,394 | |||||||||
| Depreciation | 9,805 | 718 | 6,317 | 3,674 | 1,215 | — | 21,729 | |||||||||
| Amortization of<br><br>intangibles | — | — | 3,453 | 7,025 | — | — | 10,478 | |||||||||
| Adjusted Operating<br><br>Income (Loss) | $228,468 | $42,575 | $28,675 | $18,980 | $(43,504) | $— | $275,194 | |||||||||
| Revenue | $463,416 | $152,243 | $152,429 | $63,823 | $— | $(733) | $831,178 | |||||||||
| Operating Income<br><br>Margin | 42% | 19% | 4% | 5% | NA | NA | 21% | |||||||||
| Adjusted Operating<br><br>Income Margin | 49% | 28% | 19% | 30% | NA | NA | 33% | Three Months Ended March 31, 2024 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | |||||||||
| Tinder | Hinge | E&E | MG Asia | Corporate &<br><br>unallocated<br><br>costs | Eliminations | Total Match<br><br>Group | ||||||||||
| (Dollars in thousands) | ||||||||||||||||
| Operating Income<br><br>(Loss) | $210,042 | $18,505 | $17,321 | $(7,667) | $(53,463) | $— | $184,738 | |||||||||
| Stock-based<br><br>compensation<br><br>expense | 20,541 | 9,915 | 14,048 | 8,081 | 11,235 | — | 63,820 | |||||||||
| Depreciation | 9,253 | 535 | 4,838 | 4,590 | 1,305 | — | 20,521 | |||||||||
| Amortization of<br><br>intangibles | — | — | 2,069 | 8,298 | — | — | 10,367 | |||||||||
| Adjusted Operating<br><br>Income | $239,836 | $28,955 | $38,276 | $13,302 | $(40,923) | $— | $279,446 | |||||||||
| Revenue | $493,110 | $123,753 | $171,136 | $71,648 | $— | $— | $859,647 | |||||||||
| Operating Income<br><br>(Loss) Margin | 43% | 15% | 10% | (11)% | NA | NA | 21% | |||||||||
| Adjusted Operating<br><br>Income Margin | 49% | 23% | 22% | 19% | NA | NA | 33% | |||||||||
| 12 | ||||||||||||||||
| --- |
Reconciliation of Operating Income to Adjusted Operating Income used
in Leverage Ratios
| Twelve months<br><br>ended<br><br>March 31, 2025 | |
|---|---|
| (In thousands) | |
| Operating Income | 811,167 |
| Stock-based compensation expense | 273,955 |
| Depreciation | 88,707 |
| Impairments and amortization of intangibles | 74,286 |
| Adjusted Operating Income | $1,248,115 |
Reconciliation of Forecasted Operating Income to Forecasted Adjusted
Operating Income
| Three Months Ended<br><br>June 30, 2025 | Year Ended<br><br>December 31, 2025 | |
|---|---|---|
| (In millions) | ||
| Operating Income | $195 to $200 | $837 to $868 |
| Stock-based compensation expense | 71 | 280 to 290 |
| Depreciation and amortization of intangibles | 29 | 115 to 120 |
| Adjusted Operating Income | $295 to $300 | $1,232 to $1,278 |
| Revenue | $850 to $860 | $3,375 to $3,500 |
| Operating Income Margin (at the mid-point of the ranges) | 23% | 25% |
| Adjusted Operating Income Margin (at the mid-point of the ranges) | 35% | 36.5% |
Reconciliation of Operating Cash Flow to Free Cash Flow
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| (In thousands) | ||
| Net cash provided by operating activities | $193,117 | $284,103 |
| Capital expenditures | (15,427) | (17,234) |
| Free Cash Flow | $177,690 | $266,869 |
| 13 | ||
| --- |
Reconciliation of GAAP Revenue to Non-GAAP Revenue, Excluding
Foreign Exchange Effects
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | $ Change | % Change | 2024 | |
| (Dollars in millions, rounding differences may<br><br>occur) | ||||
| Total Revenue, as reported | $831.2 | $(28.5) | (3)% | $859.6 |
| Foreign exchange effects | 19.4 | |||
| Total Revenue, excluding foreign exchange effects | $850.6 | $(9.0) | (1)% | $859.6 |
| Total Revenue, excluding Hakuna and other of our live streaming services, as reported | $831.2 | $(15.1) | (2)% | $846.3 |
| Foreign exchange effects | 19.4 | |||
| Total Revenue, excluding Hakuna and other of our live streaming services, excluding<br><br>foreign exchange effects | $850.6 | $4.3 | 1% | $846.3 |
| Direct Revenue, as reported | $812.4 | $(32.9) | (4)% | $845.3 |
| Foreign exchange effects | 19.0 | |||
| Direct Revenue, excluding foreign exchange effects | $831.5 | $(13.8) | (2)% | $845.3 |
| Tinder Direct Revenue, as reported | $447.4 | $(34.1) | (7)% | $481.5 |
| Foreign exchange effects | 13.0 | |||
| Tinder Direct Revenue, excluding foreign exchange effects | $460.4 | $(21.1) | (4)% | $481.5 |
| Hinge Direct Revenue, as reported | $152.2 | $28.5 | 23% | $123.8 |
| Foreign exchange effects | 1.5 | |||
| Hinge Direct Revenue, excluding foreign exchange effects | $153.7 | $30.0 | 24% | $123.8 |
| E&E Direct Revenue, as reported | $149.2 | $(19.5) | (12)% | $168.6 |
| Foreign exchange effects | 1.4 | |||
| E&E Direct Revenue, excluding foreign exchange effects | $150.6 | $(18.0) | (11)% | $168.6 |
| E&E, excluding live streaming, Direct Revenue, as reported | $149.2 | $(12.7) | (8)% | $161.8 |
| Foreign exchange effects | 1.4 | |||
| E&E, excluding live streaming, Direct Revenue, excluding foreign exchange effects | $150.6 | $(11.2) | (7)% | $161.8 |
| MG Asia Direct Revenue, as reported | $63.7 | $(7.8) | (11)% | $71.5 |
| Foreign exchange effects | 3.1 | |||
| MG Asia Direct Revenue, excluding foreign exchange effects | $66.8 | $(4.7) | (7)% | $71.5 |
| MG Asia Direct Revenue excluding Hakuna, as reported | $63.7 | $(1.2) | (2)% | $64.9 |
| Foreign exchange effects | 3.1 | |||
| MG Asia Direct Revenue excluding Hakuna, excluding foreign exchange effects | $66.8 | $1.9 | 3% | $64.9 |
| Azar Direct Revenue | $36.5 | $(0.5) | (1)% | $37.0 |
| Foreign exchange effects | 2.4 | |||
| Azar Direct Revenue, excluding foreign exchange effects | $38.9 | $1.9 | 5% | $37.0 |
| Pairs Direct Revenue, as reported | $27.1 | $(0.7) | (3)% | $27.8 |
| Foreign exchange effects | 0.7 | |||
| Pairs Direct Revenue, excluding foreign exchange effects | $27.9 | $0.1 | —% | $27.8 |
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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
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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
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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.
Safe Harbor Statement Under the Private Securities Litigation Reform Act
of 1995
These prepared remarks and our conference call, which will be held at 8:30 a.m. Eastern Time on May 8,
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.