0001434621-24-000006 | 10-K | XBRL Viewer

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STOCK-BASED COMPENSATION - Schedule of Non-Cash Compensation Expense Related to Equity Awards (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash compensation	$ 39,682	$ 59,624	$ 68,555
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash compensation	396	1,608	1,639
Selling and marketing expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash compensation	5,267	8,282	7,480
General and administrative expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash compensation	25,180	40,233	50,989
Product development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash compensation	6,333	8,418	8,447
Restructuring and severance
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash compensation	$ 2,506	$ 1,083	$ 0

SEGMENT INFORMATION (Details) $ in Thousands		12 Months Ended
SEGMENT INFORMATION (Details) $ in Thousands	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
SEGMENT INFORMATION
Number of operating segments \| segment		3
Number of reportable segments \| segment		3
Revenue		$ 672,502	$ 984,992	$ 1,098,499
Segment cost of revenue and marketing expense		382,748	616,051	688,133
Segment profit (loss)		289,754	368,941	410,366
Cost of revenue		38,758	57,769	57,297
Brand and other marketing expense		50,840	86,187	85,857
General and administrative expense		117,700	152,383	153,472
Product development		47,197	55,553	52,865
Depreciation		19,070	20,095	17,910
Amortization of intangibles		7,694	25,306	42,738
Goodwill impairment		38,600	0	0
Change in fair value of contingent consideration		0	0	(8,249)
Restructuring and severance		10,118	4,428	53
Litigation settlements and contingencies		388	(18)	392
Operating (loss) income		(40,611)	(32,762)	8,031
Interest income (expense), net		21,685	(26,014)	(46,867)
Other income (expense)		(105,993)	3,843	123,272
(Loss) income before income taxes		(124,919)	(54,933)	84,436
Home
SEGMENT INFORMATION
Revenue		143,753	289,383	441,738
Segment cost of revenue and marketing expense		95,871	186,299	288,386
Segment profit (loss)		47,882	103,084	153,352
Goodwill impairment	$ 0
Consumer
SEGMENT INFORMATION
Revenue		278,945	396,109	329,945
Segment cost of revenue and marketing expense		140,068	221,531	186,448
Segment profit (loss)		138,877	174,578	143,497
Goodwill impairment	0
Insurance
SEGMENT INFORMATION
Revenue		249,605	299,073	326,153
Segment cost of revenue and marketing expense		146,101	207,239	212,689
Segment profit (loss)		103,504	91,834	113,464
Goodwill impairment	$ 38,600
Other
SEGMENT INFORMATION
Revenue		199	427	663
Segment cost of revenue and marketing expense		708	982	610
Segment profit (loss)		$ (509)	$ (555)	$ 53

RESTRUCTURING ACTIVITIES (Tables)

12 Months Ended

Dec. 31, 2023

Restructuring and Related Activities [Abstract]

Schedule of rollforward of accrued balance for restructuring activities


	Accrued Balance at December 31, 2022		Income Statement Impact		Payments		Non-Cash		Accrued Balance at December 31, 2023
Q3 2023 action
Employee separation payments	—		683		(429)		—		254
Non-cash compensation	—		205		—		(205)		—
Q2 2023 action
Employee separation payments	—		2,063		(2,029)		—		34
Q1 2023 action
Employee separation payments	—		4,253		(3,832)		—		421
Non-cash compensation	—		1,066		—		(1,066)		—
2022 action
Employee separation payments	304		13		(317)		—		—
	$	304	$	8,283	$	(6,607)	$	(1,271)	$	709


	Accrued Balance at December 31, 2021		Income Statement Impact		Payments		Non-Cash		Accrued Balance at December 31, 2022
2022 actions
Employee separation payments	$	—	$	3,345	$	(3,041)	$	—	$	304
Non-cash compensation	—		1,083		—		(1,083)		—
	$	—	$	4,428	$	(3,041)	$	(1,083)	$	304

REVENUE

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

REVENUE

Revenue is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Revenue:
Home	$	143,753	$	289,383	$	441,738
Credit cards	62,000		100,229		93,420
Personal loans	100,124		144,148		110,099
Other Consumer	116,821		151,732		126,426
Consumer	278,945		396,109		329,945
Insurance	249,605		299,073		326,153
Other	199		427		663
Total revenue	$	672,502	$	984,992	$	1,098,499

The contract asset recorded within prepaid and other current assets on the consolidated balance sheets related to estimated variable consideration was $13.7 million and $12.2 million on December 31, 2023 and 2022, respectively.

The contract liability recorded within accrued expenses and other current liabilities on the consolidated balance sheets related to upfront fees paid by consumers in the Company's Consumer business was $0.9 million at December 31, 2022. As the contract liability was in the Ovation business that was closed during 2023, there is no contract liability at December 31, 2023. During 2023, the Company recognized revenue of $0.9 million that was included in the contract liability balance at December 31, 2022. During 2022, the Company recognized revenue of $0.8 million that was included in the contract liability balance at December 31, 2021.

Revenue recognized in any reporting period includes estimated variable consideration for which the Company has satisfied the related performance obligations but are still pending the occurrence or non-occurrence of a future event outside the Company's control (such as lenders providing loans to consumers or credit card approvals of consumers) before the Company has a contractual right to payment. The Company recognizes increases or decreases to such revenue from prior periods. The Company recognized an immaterial increase to such revenue from prior periods in 2023, and increases to such revenue from prior periods of $0.5 million and $0.7 million in 2022 and 2021, respectively.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
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-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Paragraph 12
-Subparagraph (c)
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

COMMITMENTS (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of funding commitments that could potentially require performance in the event of demands by third parties or contingent events

The Company has funding commitments that could potentially require performance in the event of demands by third parties or contingent events, as follows (in thousands):


	Commitments Due By Period
	Total		Less Than 1 year		1-3 years		3-5 years		More Than 5 years
Surety bonds (a)	$	3,803	$	3,803	$	—	$	—	$	—

(a) State laws and regulations generally require businesses which engage in mortgage brokering activity to maintain a mortgage broker or similar license. Mortgage brokering activity is generally defined to include, among other things, receiving valuable consideration for offering assistance to a buyer in obtaining a residential mortgage or soliciting financial and mortgage information from the public and providing that information to an originator of residential mortgage loans. The Company maintains surety bonds in all states requiring them in the event of a claim.

CONTINGENCIES (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Accrued litigation liabilities	$ 0.6	$ 0.1

DISCONTINUED OPERATIONS (Tables)

12 Months Ended

Dec. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

Schedule of revenue and net loss of the discontinued operations

The components of net loss reported as discontinued operations in the accompanying consolidated statements of operations and comprehensive income (loss) are as follows (in thousands):


	Year Ended December 31,
	2021
Revenue	$	—


Other operating expenses	(4,719)
Loss before income taxes	(4,719)
Income tax benefit	696
Net loss	$	(4,023)

DEBT - Convertible Senior Notes (Details)			3 Months Ended	12 Months Ended
DEBT - Convertible Senior Notes (Details)	Jun. 01, 2022 USD ($)	Jul. 24, 2020 USD ($) day $ / shares shares	Sep. 30, 2020 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 07, 2023 USD ($)	Mar. 08, 2023 USD ($)	May 31, 2017 USD ($) $ / shares shares
Debt Instrument [Line Items]
Gain on the extinguishment of debt				$ 48,562,000	$ 0	$ 0
Write-off of previously-capitalized debt issuance costs				0	0	1,066,000
Amortization of debt issuance costs				3,137,000	6,432,000	5,992,000
Amortization of debt discount				0	1,475,000	$ 30,695,000
2025 Convertible Notes
Debt Instrument [Line Items]
Interest rate (percentage)						0.50%
Repurchased face amount							$ 100,200,000	$ 190,600,000
Repurchased amount							81,200,000	156,300,000
Repurchased amount, accrued interest							$ 200,000	$ 100,000
Gain on the extinguishment of debt				53,300,000
Write-off of previously-capitalized debt issuance costs				3,200,000
Debt repayment costs				1,600,000
Conversion rate, number of shares per $1,000 of principal \| shares		2.1683
Conversion price (in dollars per share) \| $ / shares		$ 461.19
Threshold percentage of stock price trigger		130.00%
Redemption percentage		100.00%
Nonconvertible debt borrowing rate at the date of issuance (percentage)		5.30%
Convertible debt, noncurrent		$ 455,600,000
Carrying amount of debt, equity component		119,400,000
Debt issuance costs, gross		15,100,000
Debt issuance costs, liability component		12,000,000		2,321,000	7,734,000
Debt issuance costs, equity component		$ 3,100,000
Interest expense				4,300,000	5,900,000	$ 27,200,000
Interest expense, excluding amortization				$ 2,100,000	$ 2,900,000	$ 2,900,000
Interest rate				0.50%	0.50%	0.50%
Amortization of debt issuance costs				$ 2,200,000	$ 3,000,000	$ 2,200,000
Amortization of debt discount						22,100,000
Repayments of convertible debt				237,464,000	0	$ 0
2025 Convertible Notes \| Conversion option one
Debt Instrument [Line Items]
Threshold trading days \| day		20
Threshold consecutive trading days \| day		30
Threshold percentage of stock price trigger		130.00%
2025 Convertible Notes \| Conversion option two
Debt Instrument [Line Items]
Threshold trading days \| day		5
Threshold consecutive trading days \| day		5
Threshold percentage of stock price trigger		98.00%
2025 Convertible Notes \| Convertible Debt
Debt Instrument [Line Items]
Aggregate principal amount		$ 575,000,000
Interest rate (percentage)		0.50%
Long-term debt, fair value				235,200,000
2025 Notes Under 13-day Purchase Option \| Convertible Debt
Debt Instrument [Line Items]
Aggregate principal amount		$ 75,000,000
2022 Convertible Notes
Debt Instrument [Line Items]
Aggregate principal amount									$ 300,000,000
Interest rate (percentage)						0.625%			0.625%
Repurchased face amount		130,300,000
Repurchased amount, accrued interest		100,000
Conversion rate, number of shares per $1,000 of principal \| shares									4.8163
Conversion price (in dollars per share) \| $ / shares									$ 207.63
Nonconvertible debt borrowing rate at the date of issuance (percentage)									5.36%
Convertible debt, noncurrent									$ 238,400,000
Carrying amount of debt, equity component									61,600,000
Debt issuance costs, gross									9,300,000
Debt issuance costs, liability component									7,400,000
Debt issuance costs, equity component									$ 1,900,000
Interest expense					800,000	$ 9,500,000
Interest expense, excluding amortization					$ 400,000	$ 1,100,000
Interest rate					0.625%	0.625%
Amortization of debt issuance costs					$ 400,000	$ 900,000
Amortization of debt discount						7,500,000
Repayments of convertible debt	$ 169,700,000	234,000,000		0	169,659,000	$ 0
Extinguishment of debt		126,000,000
Repurchase of convertible debt, reduction to additional paid-in capital		$ 107,900,000
Loss on debt extinguishment			$ 7,800,000
Credit Agreement \| Line of Credit \| Delayed Draw Term Loan
Debt Instrument [Line Items]
Interest expense				$ 22,200,000	18,200,000
Amortization of debt issuance costs					2,000,000
Amortization of debt discount					1,500,000
Credit Agreement \| Line of Credit \| Delayed Draw Term Loan \| LIBOR
Debt Instrument [Line Items]
Interest expense, excluding amortization					$ 9,600,000

BENEFIT PLANS (Details) - USD ($)	12 Months Ended
BENEFIT PLANS (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Contribution Plan Disclosure [Line Items]
Maximum contribution by employees as a percentage of pre-tax earnings	50.00%
Generally the maximum amount a participant may contribute in accordance with statutory limits	$ 22,500	$ 20,500	$ 19,500
Matching contribution per participant dollar contributed	$ 0.50
Maximum contribution by employer (percentage)	6.00%
Matching contribution made by the entity	$ 2,200,000	$ 2,800,000	$ 2,900,000
Service period one
Defined Contribution Plan Disclosure [Line Items]
Requisite service period for matching contribution	1 year
Employer matching contribution, vested percentage	33.00%
Service period two
Defined Contribution Plan Disclosure [Line Items]
Requisite service period for matching contribution	2 years
Employer matching contribution, vested percentage	66.00%
Service period three and after
Defined Contribution Plan Disclosure [Line Items]
Requisite service period for matching contribution	3 years
Employer matching contribution, vested percentage	100.00%

LEASES (Details) $ in Thousands	12 Months Ended
LEASES (Details) $ in Thousands	Dec. 31, 2023 USD ($) renewal_option	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Lessee, Lease, Description [Line Items]
Number of renewal options \| renewal_option	1
Operating lease right-of-use assets	$ 57,222	$ 67,050
Current lease liability, statement of financial position	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities
Operating lease, liability	$ 82,410	$ 96,700
Operating lease cost	9,506	11,862	$ 13,160
Short-term lease cost	26	45	39
Total lease cost	$ 9,532	$ 11,907	$ 13,199
Weighted average remaining lease term	11 years 7 months 6 days	12 years 1 month 6 days	12 years 3 months 18 days
Weighted average discount rate	5.00%	5.00%	5.00%
Operating cash flows from operating leases	$ 13,705	$ 13,357	$ 329
Right-of-use assets obtained in exchange for new operating lease liabilities	861	975	$ 1,250
2024	11,352
2025	9,452
2026	9,564
2027	7,891
2028	7,507
Thereafter	65,348
Total lease payments	111,114
Less: Interest	28,704
Present value of lease liabilities	$ 82,410	$ 96,700
Minimum
Lessee, Lease, Description [Line Items]
Renewal term	2 years
Maximum
Lessee, Lease, Description [Line Items]
Renewal term	5 years

COMMITMENTS

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS

Bonds

The Company has funding commitments that could potentially require performance in the event of demands by third parties or contingent events, as follows (in thousands):


	Commitments Due By Period
	Total		Less Than 1 year		1-3 years		3-5 years		More Than 5 years
Surety bonds (a)	$	3,803	$	3,803	$	—	$	—	$	—

PROPERTY AND EQUIPMENT - Additional information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Unamortized capitalized software development costs	$ 17.5	$ 19.0
Capitalized software development depreciation expense	$ 13.4	$ 14.1	$ 13.3

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2020	Dec. 31, 2019
Accrued expenses and other current liabilities
Accrued advertising expense	$ 27,859	$ 37,703
Accrued compensation and benefits	15,091	11,444
Accrued professional fees	1,101	1,393
Customer deposits and escrows	7,732	7,273
Contribution to LendingTree Foundation	0	500	$ 3,300	$ 3,300
Current lease liabilities	7,387	8,513
Other	11,374	8,269
Total accrued expenses and other current liabilities	$ 70,544	$ 75,095

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2017	Dec. 31, 2023	Dec. 31, 2020	Dec. 31, 2019
Related Party Transactions [Abstract]
Charitable contribution		$ 10,000
Contribution to LendingTree Foundation	$ 500		$ 0	$ 3,300	$ 3,300
Additional approved value	$ 500

SIGNIFICANT ACCOUNTING POLICIES - Additional information (Details)	12 Months Ended
	Dec. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Number of reportable segments \| segment	3
Contingent consideration liability	$ 0	$ 0
Advertising and promotion expense	$ 391,600,000	$ 647,300,000	$ 716,600,000
Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Hosting arrangement, amortization period	1 year
Minimum \| Software development
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Software development costs, depreciation period	1 year
Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Hosting arrangement, amortization period	5 years
Maximum \| Software development
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Software development costs, depreciation period	5 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Audit Information [Abstract]
Auditor Firm ID	238
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	Charlotte, North Carolina

GOODWILL AND INTANGIBLE ASSETS - Goodwill and Intangible Assets (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Sep. 29, 2023
Goodwill [Line Items]
Goodwill		$ 903,227	$ 903,227	$ 903,227
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
Accumulated impairment loss, beginning balance		(483,088)	(483,088)
Accumulated impairment loss, changes in goodwill		(38,600)	0	0
Accumulated impairment loss, ending balance		(521,688)	(483,088)	(483,088)
Goodwill [Roll Forward]
Net goodwill, beginning balance		420,139	420,139
Changes in goodwill		(38,600)	0
Net goodwill, ending balance		381,539	420,139	$ 420,139
Intangible Assets
Intangible assets with indefinite lives		10,142	10,142
Intangible assets with definite lives, net		40,478	48,173
Total intangible assets, net		$ 50,620	$ 58,315
Share price (in dollars per share)		$ 30.32			$ 15.50
Home
Goodwill [Line Items]
Goodwill		$ 59,300
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
Accumulated impairment loss, changes in goodwill	$ 0
Consumer
Goodwill [Line Items]
Goodwill		166,100
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
Accumulated impairment loss, changes in goodwill	0
Insurance
Goodwill [Line Items]
Goodwill		$ 156,100
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
Accumulated impairment loss, changes in goodwill	$ (38,600)

GOODWILL AND INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill rollforward

The balance of goodwill, net is as follows (in thousands):


	Goodwill		Accumulated Impairment Loss		Net Goodwill
Balance at December 31, 2021	$	903,227	$	(483,088)	$	420,139
Changes in goodwill	—		—		—
Balance at December 31, 2022	$	903,227	$	(483,088)	$	420,139
Changes in goodwill	—		(38,600)		(38,600)
Balance at December 31, 2023	$	903,227	$	(521,688)	$	381,539

Schedule of balance of intangible assets, net

The balance of intangible assets, net is as follows (in thousands):


	December 31, 2023		December 31, 2022




Intangible assets with indefinite lives	$	10,142	$	10,142
Intangible assets with definite lives, net	40,478		48,173
Total intangible assets, net	$	50,620	$	58,315

Schedule of intangible assets with definite lives

Intangible assets with definite lives relate to the following (dollars in thousands):


	Weighted Average Amortization Life	Cost		Accumulated Amortization		Net

Customer lists	13.3 years	76,100		(35,644)		40,456
Trademarks and tradenames	5.0 years	1,300		(1,278)		22

Balance at December 31, 2023		$	77,400	$	(36,922)	$	40,478


	Weighted Average Amortization Life	Cost		Accumulated Amortization		Net
Customer lists	13.2 years	77,300		(30,775)		46,525
Trademarks and tradenames	4.9 years	10,100		(8,452)		1,648
Balance at December 31, 2022		$	87,400	$	(39,227)	$	48,173

Schedule of amortization of intangible assets with definite lives estimated future amortization

Amortization of intangible assets with definite lives is computed on a straight-line basis and, based on balances as of December 31, 2023, future amortization is estimated to be as follows (in thousands):


	Amortization Expense
Year ending December 31, 2024	$	5,889
Year ending December 31, 2025	5,830
Year ending December 31, 2026	5,504
Year ending December 31, 2027	5,198
Year ending December 31, 2028	4,685
Thereafter	13,372
Total intangible assets with definite lives, net	$	40,478

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

INCOME TAXES - Valuation Allowance (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Deferred Tax Assets, Valuation Allowance [Roll Forward]
Balance, beginning of the period	$ 145,401	$ 6,039	$ 5,802
Charges to earnings	17,103	139,362	237
Balance, end of the period	$ 162,504	$ 145,401	$ 6,039

SIGNIFICANT ACCOUNTING POLICIES - Cumulative Effect for Adoption of ASU 2020-06 (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021	Dec. 31, 2020
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total shareholders' equity	$ 124,132	$ 207,940		$ 447,992	$ 364,761
Liabilities:
Current portion of long-term debt	3,125	2,500	$ 169,221	166,008
Long-term debt	525,617	813,516	564,220	478,151
Shareholders' equity:
Additional paid-in capital	1,227,849	1,189,255	1,133,044	1,242,794
Accumulated deficit	(837,703)	(715,299)	(527,347)	(571,794)
Deferred Income Tax Liabilities, Net
Assets:
Deferred income tax assets			111,560	87,581
Cumulative effect adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total shareholders' equity				(65,303)
Liabilities:
Current portion of long-term debt			3,213
Long-term debt			86,069
Shareholders' equity:
Additional paid-in capital			(109,750)
Accumulated deficit			44,447
Cumulative effect adjustment \| Deferred Income Tax Liabilities, Net
Assets:
Deferred income tax assets			23,979
Accumulated Deficit
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total shareholders' equity	$ (837,703)	$ (715,299)	44,400	(571,794)	$ (640,909)
Interest adjustment due to ASU 2020-06 adoption			60,800
Tax impacts due to ASU 2020-06 adoption			$ 16,400
Accumulated Deficit \| Cumulative effect adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total shareholders' equity				$ 44,447

REVENUE (Tables)

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

Revenue is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Revenue:
Home	$	143,753	$	289,383	$	441,738
Credit cards	62,000		100,229		93,420
Personal loans	100,124		144,148		110,099
Other Consumer	116,821		151,732		126,426
Consumer	278,945		396,109		329,945
Insurance	249,605		299,073		326,153
Other	199		427		663
Total revenue	$	672,502	$	984,992	$	1,098,499

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Schedule of changes in fair value of Level 3 liabilities

There were no changes in the fair value of the Company's Level 3 liabilities during the years ended December 31, 2023 and 2022 and the changes for the year ended December 31, 2021 are as follows (in thousands):


	Year Ended December 31,
	2021
Contingent consideration, beginning of period	$	8,249
Transfers into Level 3	—
Transfers out of Level 3	—
Total net losses included in earnings (realized and unrealized)	(8,249)
Purchases, sales and settlements:
Additions	—
Payments	—
Contingent consideration, end of period	$	—

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities attributable to continuing operations:
Net (loss) income	$ (122,404)	$ (187,952)	$ 69,115
Less: Loss from discontinued operations, net of tax	0	0	4,023
(Loss) income from continuing operations	(122,404)	(187,952)	73,138
Adjustments to reconcile income from continuing operations to net cash provided by operating activities attributable to continuing operations:
Loss on impairments and disposal of assets	5,437	6,590	3,465
Amortization of intangibles	7,694	25,306	42,738
Depreciation	19,070	20,095	17,910
Non-cash compensation expense	39,682	59,624	68,555
Deferred income taxes	(4,692)	132,666	10,908
Change in fair value of contingent consideration	0	0	(8,249)
Bad debt expense	1,752	4,101	2,472
Amortization of debt issuance costs	3,137	6,432	5,992
Write-off of previously-capitalized debt issuance costs	0	0	1,066
Amortization of debt discount	0	1,475	30,695
Reduction in carrying amount of ROU asset, offset by change in operating lease liabilities	(4,404)	(1,547)	12,807
Gain on settlement of convertible debt	(48,562)	0	0
Loss (gain) on investments	114,504	0	(123,272)
Loss on impairment of goodwill	38,600	0	0
Changes in current assets and liabilities:
Accounts receivable	27,706	9,143	(10,289)
Prepaid and other current assets	(2,977)	(4,313)	(4,902)
Accounts payable, accrued expenses and other current liabilities	(5,541)	(28,418)	(1,537)
Income taxes receivable	(140)	214	10,680
Other, net	(1,291)	(449)	(921)
Net cash provided by operating activities attributable to continuing operations	67,571	42,967	131,256
Cash flows from investing activities attributable to continuing operations:
Capital expenditures	(12,528)	(11,443)	(35,065)
Purchase of equity investment	0	(16,440)	(1,180)
Proceeds from the sale of equity investment	0	0	46,312
Other investing activities	50	7	0
Net cash (used in) provided by investing activities attributable to continuing operations	(12,478)	(27,876)	10,067
Cash flows from financing activities attributable to continuing operations:
Payments related to net-share settlement of stock-based compensation, net of proceeds from exercise of stock options	(1,088)	(3,411)	(14,423)
Purchase of treasury stock	0	(43,009)	(40,008)
Proceeds from term loan	0	250,000	0
Repayment of term loan	(1,875)	(1,250)	0
Payment of debt issuance costs	(1,580)	(135)	(6,385)
Payment of original issue discount on term loan	0	0	(2,500)
Other financing activities	1	0	(31)
Net cash (used in) provided by financing activities attributable to continuing operations	(242,006)	32,536	(63,347)
Total cash (used in) provided by continuing operations	(186,913)	47,627	77,976
Discontinued operations:
Net cash provided by operating activities attributable to discontinued operations	0	0	3,317
Total cash provided by discontinued operations	0	0	3,317
Net (decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents	(186,913)	47,627	81,293
Cash, cash equivalents, restricted cash, and restricted cash equivalents at beginning of period	298,969	251,342	170,049
Cash, cash equivalents, restricted cash, and restricted cash equivalents at end of period	112,056	298,969	251,342
Non-cash investing activities:
(Decrease) increase in capital expenditures included in accounts payable and accrued expenses	(377)	(294)	(4,793)
Supplemental cash flow information:
Interest paid	23,685	19,017	8,912
Income tax payments	1,283	404	186
Income tax refunds	100	287	10,503
2025 Convertible Notes
Adjustments to reconcile income from continuing operations to net cash provided by operating activities attributable to continuing operations:
Amortization of debt issuance costs	2,200	3,000	2,200
Write-off of previously-capitalized debt issuance costs	3,200
Amortization of debt discount			22,100
Gain on settlement of convertible debt	(53,300)
Cash flows from financing activities attributable to continuing operations:
Repayment of Convertible Senior Notes	(237,464)	0	0
2022 Convertible Notes
Adjustments to reconcile income from continuing operations to net cash provided by operating activities attributable to continuing operations:
Amortization of debt issuance costs		400	900
Amortization of debt discount			7,500
Cash flows from financing activities attributable to continuing operations:
Repayment of Convertible Senior Notes	$ 0	$ (169,659)	$ 0

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of components of the income tax expense (benefit)

The components of the income tax expense (benefit) are as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Current income tax expense:
Federal	$	1,155	$	—	$	128
State	1,022		353		262
Current income tax expense	2,177		353		390
Deferred income tax (benefit) expense:
Federal	(3,383)		98,772		9,912
State	(1,309)		33,894		996
Deferred income tax (benefit) expense	(4,692)		132,666		10,908
Income tax (benefit) expense	$	(2,515)	$	133,019	$	11,298

Schedule of reconciliation of total income tax expense (benefit) to amounts computed by applying statutory federal income tax rate to income (loss) from continuing operations before income taxes

A reconciliation of the income tax expense (benefit) to the amounts computed by applying the statutory federal income tax rate to income (loss) from continuing operations before income taxes is shown as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Federal statutory income tax	$	(26,233)	$	(11,538)	$	17,731
State income taxes, net	(2,215)		365		1,269
Excess tax deductions on non-cash compensation	6,373		4,117		(9,401)

Research and experimentation tax credit	(1,512)		(2,906)		(3,207)

Nondeductible executive compensation	2,174		2,692		3,058
Increase (decrease) in valuation allowance	17,087		139,374		595



Other, net	1,811		915		1,253
Income tax (benefit) expense	$	(2,515)	$	133,019	$	11,298

Schedule of components of the deferred tax assets and deferred tax liabilities

The tax effects of cumulative temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are as follows (in thousands):


	December 31,
	2023		2022
Deferred tax assets:
Provision for accrued expenses	$	1,168	$	3,257
Leasing	21,263		25,213
Net operating loss carryforwards (a)	47,463		59,302
Capitalized research and experimentation	30,396		17,843
Non-cash compensation expense	28,126		30,451
Intangible assets	11,379		10,240
Interest	21,295		30,054


Equity Investment	4,561		—
Tax credits	15,385		16,174
Other	95		104
Total gross deferred tax assets	181,131		192,638
Less: valuation allowance (b)	(162,504)		(145,401)
Total deferred tax assets, net of the valuation allowance	18,627		47,237
Deferred tax liabilities:
Leasing	(18,329)		(21,445)
Property and equipment	(1,563)		(6,227)
Equity investment	—		(25,756)

Other	(826)		(592)
Total gross deferred tax liabilities	(20,718)		(54,020)
Net deferred taxes	$	(2,091)	$	(6,783)

(a)At December 31, 2023, the Company had pre-tax consolidated federal net operating losses (“NOLs”) of $139.0 million. The federal NOLs no longer expire under the Tax Cuts and Jobs Act. The Company's NOLs will be available to offset taxable income, subject to the Internal Revenue Code Section 382 annual limitation. In addition, the Company has state NOLs of approximately $466.4 million at December 31, 2023, a portion of which will expire at various times between 2024 and 2043.

(b)The valuation allowance is related to items for which it is “more likely than not” that the tax benefit will not be realized.

Deferred income taxes are presented in the accompanying consolidated balance sheets as follows (in thousands):


	December 31,
	2023		2022
Deferred income tax assets	$	—	$	—

Deferred income tax liabilities	(2,091)		(6,783)
Net deferred taxes	$	(2,091)	$	(6,783)

Schedule of the deferred tax valuation allowance reconciliation

A reconciliation of the beginning and ending balances of the deferred tax valuation allowance is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance, beginning of the period	$	145,401	$	6,039	$	5,802
Charges to earnings	17,103		139,362		237

Balance, end of the period	$	162,504	$	145,401	$	6,039

Schedule of reconciliation of beginning and ending amounts of unrecognized tax benefits, excluding interest and penalties

A reconciliation of the beginning and ending amounts of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands):


	Year Ended December 31,
	2023		2022
Balance, beginning of the period	$	3,282	$	2,914
Additions based on tax positions of the current period	227		405
Additions (subtractions) based on tax positions of the prior period	(85)		(37)
Balance, end of the period	$	3,424	$	3,282

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

Other than the convertible notes and warrants, and the equity investments, the carrying amounts of the Company's financial instruments are equal to fair value at December 31, 2023. See Note 15—Debt for additional information on the convertible

notes and warrants, and see Note 8—Equity Investments in the notes to the consolidated financial statements included elsewhere in this report for additional information on the equity investments.

Contingent consideration payments related to acquisitions are measured at fair value each reporting period using Level 3 unobservable inputs. There were no changes in the fair value of the Company's Level 3 liabilities during the years ended December 31, 2023 and 2022 and the changes for the year ended December 31, 2021 are as follows (in thousands):


	Year Ended December 31,
	2021
Contingent consideration, beginning of period	$	8,249
Transfers into Level 3	—
Transfers out of Level 3	—
Total net losses included in earnings (realized and unrealized)	(8,249)
Purchases, sales and settlements:
Additions	—
Payments	—
Contingent consideration, end of period	$	—

There was no contingent consideration liability at December 31, 2023 or 2022 because the final earnout period for the QuoteWizard acquisition ended on October 31, 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical)	Dec. 31, 2021	May 31, 2017
2025 Convertible Notes
Interest rate	0.50%
2022 Convertible Notes
Interest rate	0.625%	0.625%

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accounts receivable, allowance	$ 2,222	$ 2,317
Accumulated depreciation	$ 36,827	$ 33,851
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized shares	5,000,000	5,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized shares	50,000,000	50,000,000
Common stock, issued shares	16,396,911	16,167,184
Common stock, outstanding shares	13,041,445	12,811,718
Treasury stock, shares	3,355,466	3,355,466

INCOME TAXES - Deferred Income Taxes - BS Presentation (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Deferred income tax assets	$ 0	$ 0
Deferred income tax liabilities	(2,091)	(6,783)
Net deferred tax liabilities	$ (2,091)	$ (6,783)

BENEFIT PLANS	12 Months Ended
BENEFIT PLANS	Dec. 31, 2023
Retirement Benefits [Abstract]
BENEFIT PLANS	BENEFIT PLANSThe Company operates a retirement savings plan for its employees in the United States that is qualified under Section 401(k) of the Internal Revenue Code. Employees are eligible to enroll in the plan upon date of hire. Participating employees may contribute up to 50% of their pre-tax earnings, but not more than statutory limits ($22,500 for 2023, $20,500 for 2022, and $19,500 for 2021). The company match contribution is fifty cents for each dollar a participant contributes to the plan, with a maximum contribution of 6% of a participant's eligible earnings. Matching contributions are invested in the same manner as each participant's voluntary contributions in the investment options provided under the plan. LendingTree stock is not included in the available investment options or the plan assets. Funds contributed to the plan vest according to the participant's years of service, with one year of service vesting at 33%, two years of service vesting at 66%, and three years or more of service vesting at 100%. Matching contributions were approximately $2.2 million, $2.8 million and $2.9 million for the years ended December 31, 2023, 2022 and 2021, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 70
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480794/715-70-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480482/715-20-55-17

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org//715/tableOfContent

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
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-Paragraph 1
-Subparagraph (o)
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-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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-Section 50
-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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-Section 50
-Paragraph 1
-Subparagraph (r)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (r)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480126/715-20-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 60
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480266/715-60-50-3

+ Details

ORGANIZATION	12 Months Ended
ORGANIZATION	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION	ORGANIZATION Company Overview LendingTree, Inc. is the parent of LT Intermediate Company, LLC, which holds all of the outstanding ownership interests of LendingTree, LLC, and LendingTree, LLC owns several companies (collectively, “LendingTree” or the “Company”). LendingTree operates what it believes to be the leading online consumer platform that connects consumers with the choices they need to be confident in their financial decisions. The Company offers consumers tools and resources, including free credit scores, that facilitate comparison-shopping for mortgage loans, home equity loans and lines of credit, auto loans, credit cards, deposit accounts, personal loans, student loans, small business loans, insurance quotes, sales of insurance policies and other related offerings. The Company primarily seeks to match in-market consumers with multiple providers on its marketplace who can provide them with competing quotes for loans, deposit products, insurance or other related offerings they are seeking. The Company also serves as a valued partner to lenders and other providers seeking an efficient, scalable and flexible source of customer acquisition with directly measurable benefits, by matching the consumer inquiries it generates with these providers. The consolidated financial statements include the accounts of LendingTree and all its wholly-owned entities, except Home Loan Center, Inc. (“HLC”) subsequent to its bankruptcy filing on July 21, 2019 which resulted in the Company's loss of a controlling interest in HLC under applicable accounting standards. Intercompany transactions and accounts have been eliminated. The HLC bankruptcy case was closed on July 14, 2021. The HLC entity was legally dissolved in the first quarter of 2022. See Note 21—Discontinued Operations for additional information. Discontinued Operations The LendingTree Loans business, which consisted of originating various consumer mortgage loans through HLC (the “LendingTree Loans Business”), is presented as discontinued operations in the accompanying consolidated balance sheets, consolidated statements of operations and comprehensive income (loss) and consolidated cash flows for all periods presented, where applicable. The notes accompanying these consolidated financial statements reflect the Company's continuing operations and, unless otherwise noted, exclude information related to the discontinued operations. See Note 21 —Discontinued Operations for additional information. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”).

GOODWILL AND INTANGIBLE ASSETS - Definite Lived Intangibles (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Intangible assets with definite lives
Cost	$ 77,400	$ 87,400
Accumulated Amortization	(36,922)	(39,227)
Net	40,478	48,173
Customer lists
Intangible assets with definite lives
Cost	76,100	77,300
Accumulated Amortization	(35,644)	(30,775)
Net	$ 40,456	$ 46,525
Customer lists \| Weighted Average Amortization Life
Intangible assets with definite lives
Weighted Average Amortization Life	13 years 3 months 18 days	13 years 2 months 12 days
Trademarks and tradenames
Intangible assets with definite lives
Cost	$ 1,300	$ 10,100
Accumulated Amortization	(1,278)	(8,452)
Net	$ 22	$ 1,648
Trademarks and tradenames \| Weighted Average Amortization Life
Intangible assets with definite lives
Weighted Average Amortization Life	5 years	4 years 10 months 24 days

GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

The balance of goodwill, net is as follows (in thousands):


	Goodwill		Accumulated Impairment Loss		Net Goodwill
Balance at December 31, 2021	$	903,227	$	(483,088)	$	420,139
Changes in goodwill	—		—		—
Balance at December 31, 2022	$	903,227	$	(483,088)	$	420,139
Changes in goodwill	—		(38,600)		(38,600)
Balance at December 31, 2023	$	903,227	$	(521,688)	$	381,539

The balance of intangible assets, net is as follows (in thousands):


	December 31, 2023		December 31, 2022




Intangible assets with indefinite lives	$	10,142	$	10,142
Intangible assets with definite lives, net	40,478		48,173
Total intangible assets, net	$	50,620	$	58,315

Goodwill and Indefinite-Lived Intangible Assets

The Company's goodwill at December 31, 2023 consists of $59.3 million associated with the Home reporting unit, $166.1 million associated with the Consumer reporting unit, and $156.1 million associated with the Insurance reporting unit.

During the third quarter of 2023, the Company’s market capitalization declined significantly compared to the second quarter of 2023. The closing stock price on September 29, 2023 was $15.50 reflecting a market capitalization below the Company's book value. In addition, the effects of the challenging interest rate environment, low for-sale home inventories and the rise in home prices in the Home reporting unit and consumer price inflation negatively impacting carrier underwriting in the Insurance reporting unit continued to provide revenue headwinds. Based on these factors, it was concluded that a triggering event had occurred and an interim quantitative impairment test was performed as of September 30, 2023. Upon completing the quantitative goodwill impairment test, the Company concluded that the carrying value of the Insurance reporting unit exceeded its fair value which resulted in a goodwill impairment charge of $38.6 million. The fair value of the Home and Consumer reporting units exceeded their carrying amounts, indicating no goodwill impairment. The fair values of each reporting unit were determined using a combination of the income approach and the market approach valuation methodologies.

Intangible assets with indefinite lives relate to the Company's trademarks.

Intangible Assets with Definite Lives

Intangible assets with definite lives relate to the following (dollars in thousands):


	Weighted Average Amortization Life	Cost		Accumulated Amortization		Net

Customer lists	13.3 years	76,100		(35,644)		40,456
Trademarks and tradenames	5.0 years	1,300		(1,278)		22

Balance at December 31, 2023		$	77,400	$	(36,922)	$	40,478


	Weighted Average Amortization Life	Cost		Accumulated Amortization		Net
Customer lists	13.2 years	77,300		(30,775)		46,525
Trademarks and tradenames	4.9 years	10,100		(8,452)		1,648
Balance at December 31, 2022		$	87,400	$	(39,227)	$	48,173

During 2023 certain trademarks and tradenames and customer list intangible assets became fully amortized, reducing the cost and accumulated amortization in the table above.


	Amortization Expense
Year ending December 31, 2024	$	5,889
Year ending December 31, 2025	5,830
Year ending December 31, 2026	5,504
Year ending December 31, 2027	5,198
Year ending December 31, 2028	4,685
Thereafter	13,372
Total intangible assets with definite lives, net	$	40,478

DISCONTINUED OPERATIONS - Schedule of financial information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
Revenue			$ 0
Other operating expenses			(4,719)
Loss before income taxes			(4,719)
Income tax benefit			696
Loss from discontinued operations, net of tax	$ 0	$ 0	$ (4,023)

- Definition

Amount before tax of income (loss) from a discontinued operation. Includes, but is not limited to, the income (loss) from operations during the phase-out period, gain (loss) on disposal, gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and adjustments to a prior period gain (loss) on disposal.

+ References + Details

- Definition

Amount of tax expense (benefit) related to a discontinued operation. Includes, but is not limited to, tax expense (benefit) related to income (loss) from operations during the phase-out period, tax expense (benefit) related to gain (loss) on disposal, tax expense (benefit) related to gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and tax expense (benefit) related to adjustments of a prior period gain (loss) on disposal.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-10

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.7)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 20
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482659/740-20-45-2

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 205
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-Name Accounting Standards Codification
-Section 45
-Paragraph 3A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483475/205-20-45-3A

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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-Section 50
-Paragraph 5B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483499/205-20-50-5B

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5C
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483499/205-20-50-5C

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 45
-Paragraph 3B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483475/205-20-45-3B

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 45
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483475/205-20-45-4

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483499/205-20-50-1

+ Details

- Definition

Amount after tax of income (loss) from a discontinued operation attributable to the parent. Includes, but is not limited to, the income (loss) from operations during the phase-out period, gain (loss) on disposal, gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and adjustments to a prior period gain (loss) on disposal.

+ References + Details

DISCONTINUED OPERATIONS

12 Months Ended

Dec. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

DISCONTINUED OPERATIONS

ASSETS AND LIABILITIES HELD FOR SALE

In the fourth quarter of 2022, the Company approved a plan to sell an asset group associated with the Company's Consumer segment. The asset group was expected to be sold in 2023 to an unrelated third party and is classified, at its carrying value, as current assets held for sale and current liabilities held for sale in the consolidated balance sheet as of December 31, 2022.

In the first quarter of 2023, the third party withdrew the letter of intent to purchase the asset group held for sale. The Company made the decision to close the Ovation credit services business. As a result, the Company recorded asset impairment

charges of $4.2 million, of which $2.1 million related to intangible assets, $1.7 million related to property and equipment, and $0.4 million related to an operating lease right-of-use asset. Ovation was closed in mid-2023.

The following table presents information related to the major classes of assets and liabilities that were classified as held for sale (in thousands):


	December 31, 2022
Accounts receivable, net of allowance	$	1,353
Prepaid and other current assets	79
Property and equipment, net of accumulated depreciation of $1,102	1,665
Operating lease right-of-use assets	436
Intangible assets, net of accumulated amortization of $3,857	2,143
Other non-current assets	13
Total assets held for sale	$	5,689

Accounts payable, trade	$	253
Accrued expenses and other current liabilities	2,551
Operating lease liabilities	105
Total liabilities held for sale	$	2,909

DISCONTINUED OPERATIONS

The LendingTree Loans Business is presented as discontinued operations in the accompanying consolidated financial statements. The LendingTree Loans Business originated various consumer mortgage loans through HLC. On June 6, 2012, the Company sold substantially all of the operating assets of HLC, including the LendingTree Loans Business, to a wholly-owned subsidiary of Discover Financial Services (“Discover”). Discover generally did not assume liabilities of HLC that arose before the closing date, except for certain liabilities directly related to assets Discover acquired.

Upon closing of the sale of substantially all of the operating assets of HLC on June 6, 2012, HLC ceased to originate consumer loans. Certain liability for losses on previously sold loans remained with HLC.

Litigation settlements and contingencies and legal fees associated with related bankruptcy and legal proceedings against the Company are included in discontinued operations in the accompanying consolidated financial statements.

Home Loan Center, Inc. Bankruptcy Filing

On June 21, 2019, the U.S. District Court of Minnesota entered judgment in ResCap Liquidating Trust v. Home Loan Center, Inc., against HLC for $68.5 million, see Litigation Related to Discontinued Operations below. The judgment against HLC exceeded the assets of HLC, which were $11.2 million at July 21, 2019, including cash of $5.9 million.

On July 21, 2019, at the direction of the sole independent director of HLC, HLC voluntarily filed a petition under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) with the U.S. Bankruptcy Court in the Northern District of California in San Jose, California (the “Bankruptcy Court”) in order to preserve assets for the benefit of all creditors of HLC. On September 16, 2019, the Bankruptcy Court converted the bankruptcy to Chapter 7 of the Bankruptcy Code and appointed a Trustee to liquidate HLC's assets.

As a result of the voluntary petition, LendingTree, LLC was, as of the initial July 21, 2019 bankruptcy petition filing date, no longer deemed to have a controlling interest in HLC under applicable accounting standards. As a result, HLC and its consolidated subsidiary were deconsolidated from the Company’s consolidated financial statements as of July 21, 2019. The effect of such deconsolidation was the elimination of the consolidated assets and liabilities of HLC (and its consolidated subsidiary) from the Company’s consolidated balance sheets.

During its bankruptcy, HLC indicated that it believed that it had claims against HLC’s sole shareholder, LendingTree, LLC, and certain of its officers and directors, relating to the declaration of a dividend by HLC in January 2016 of $40.0 million. In 2020, LendingTree, LLC and HLC entered into a settlement agreement in the amount of $36.0 million for the release of any and all claims against the Company defendants by HLC, including the dividend claim. The Bankruptcy Court approved the settlement on July 16, 2020. The $36.0 million settlement payment was made in the third quarter of 2020.

During the HLC bankruptcy, a bar date for claims against HLC was set, establishing a deadline for all HLC’s creditors to assert any claim they may have had against HLC. Distributions were made to holders of allowed claims deemed timely filed. After all distributions to creditors were made and HLC’s Chapter 7 bankruptcy estate was fully administered, the HLC bankruptcy case was closed on July 14, 2021.

Litigation Related to Discontinued Operations

Residential Funding Company

ResCap Liquidating Trust v. Home Loan Center, Inc., Case No. 14-cv-1716 (U.S. Dist. Ct., Minn.), successor to Residential Funding Company, LLC v Home Loan Center, Inc., No. 13-cv-3451 (U.S. Dist. Ct., Minn.). On or about December 16, 2013, Home Loan Center, Inc. was served in the original captioned matter, which involves claims of Residential Funding Company, LLC (“RFC”) for damages for breach of contract and indemnification for certain residential mortgage loans as well as residential mortgage-backed securitizations (“RMBS”) containing mortgage loans. Plaintiff then alleged that, after RFC filed for Chapter 11 protection, hundreds of proofs of claim were filed, many of which mirrored the litigation filed against RFC prior to its bankruptcy. It filed substantially similar complaints against approximately 80 of the loan originators from whom RFC had purchased loans, including HLC. In 2019, the U.S. District Court of Minnesota entered a judgment against HLC. See Home Loan Center, Inc. Bankruptcy Filing above.

HLC’s filing under the Bankruptcy Code discussed above in Home Loan Center, Inc. Bankruptcy Filing created an automatic stay of enforcement of the judgment entered against HLC. On August 27, 2019, plaintiff filed a lawsuit captioned ResCap Liquidating Trust v. LendingTree, LLC, et al., Case No. 19-cv-2360 (U.S. Dist. Ct., Minn.), seeking to hold the Company liable for the judgment against HLC. In June 2020, the Company entered into a settlement with ResCap, pursuant to which, the Company agreed to, among other things, pay ResCap $58.5 million, less any amounts ResCap receives in the HLC bankruptcy. In the third and fourth quarters of 2020, the Company made payments of $26.5 million and $6.4 million, respectively, to the ResCap Liquidating Trust and the ResCap Liquidating Trust, in turn, assigned its allowed claims against HLC to the Company. In the second quarter of 2021, the Company received $8.6 million related to these amounts, from the final distributions in the HLC bankruptcy on account of the allowed claims that the ResCap Liquidating Trust had assigned to the Company.

Lehman Brothers Holdings, Inc.

Lehman Brothers Holdings Inc. v. 1st Advantage Mortgage, LLC et al., Case No. 08-13555 (SCC), Adversary Proceeding No. 16-01342 (SCC) (Bankr. S.D.N.Y.). In February 2016, Lehman Brothers Holdings, Inc. (“LBHI”) filed an Adversary Complaint against HLC and approximately 149 other defendants (the “Complaint”).

HLC’s filing under the Bankruptcy Code discussed above in Home Loan Center, Inc. Bankruptcy Filing created an automatic stay of this proceeding. On June 11, 2020, LBHI filed a lawsuit captioned Lehman Brothers Holdings Inc. v. LendingTree, LLC, et al., Case No. 20-cv-01351 (U.S. Dist. Ct., Minn.), seeking to hold the Company liable for their allowed bankruptcy claim of $13.3 million. In July 2021, the Company entered into a settlement with LBHI, which payment was made in the third quarter of 2021.

Financial Information of Discontinued Operations

The components of net loss reported as discontinued operations in the accompanying consolidated statements of operations and comprehensive income (loss) are as follows (in thousands):


	Year Ended December 31,
	2021
Revenue	$	—


Other operating expenses	(4,719)
Loss before income taxes	(4,719)
Income tax benefit	696
Net loss	$	(4,023)

The results of discontinued operations include litigation settlements and contingencies and legal fees associated with legal proceedings against LendingTree, Inc. or LendingTree, LLC that arose due to the LendingTree Loans Business or the HLC bankruptcy filing.

STOCK-BASED COMPENSATION - RSU and RSA Activity (Details) - USD ($)	6 Months Ended	9 Months Ended	12 Months Ended
	Jun. 30, 2018	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2018	Jul. 31, 2017
RSUs
Nonvested RSUs and RSAs, Number of Shares
Nonvested at the beginning of the period (in shares)			485,053
Granted (in shares)			391,953
Vested (in shares)			(244,580)
Forfeited (in shares)			(160,833)
Nonvested at the end of the period (in shares)			471,593	485,053
Nonvested RSUs and RSAs, Weighted Average Grant Date Fair Value
Nonvested at the beginning of the period (in dollars per share)			$ 127.46
Granted (in dollars per share)			31.69
Vested (in dollars per share)			129.30
Forfeited (in dollars per share)			70.13
Nonvested at the end of the period (in dollars per share)			$ 66.42	$ 127.46
Unrecognized compensation cost			$ 16,500,000
Weighted-average period for recognition of unrecognized compensation cost (in years)			1 year 7 months 6 days
Vested fair value			$ 6,900,000	$ 11,500,000	$ 21,700,000
Performance Shares
Nonvested RSUs and RSAs, Number of Shares
Nonvested at the beginning of the period (in shares)			16,000
Granted (in shares)			0		0
Vested (in shares)			0
Forfeited (in shares)			(16,000)
Nonvested at the end of the period (in shares)			0	16,000
Nonvested RSUs and RSAs, Weighted Average Grant Date Fair Value
Nonvested at the beginning of the period (in dollars per share)			$ 83.25
Granted (in dollars per share)			0
Vested (in dollars per share)			0
Forfeited (in dollars per share)			83.25
Nonvested at the end of the period (in dollars per share)			$ 0	$ 83.25
Unrecognized compensation cost			$ 0
Vested fair value					$ 900,000
Performance-Based Restricted Stock
Nonvested RSUs and RSAs, Number of Shares
Granted (in shares)			0	0	0
Nonvested RSUs and RSAs, Weighted Average Grant Date Fair Value
Vested fair value					$ 4,100,000
Grant date fair value							$ 21,900,000
Expiration period	6 months
Market-Based Restricted Stock
Nonvested RSUs and RSAs, Number of Shares
Granted (in shares)			0	0	0
Vested (in shares)		(29,601)
Nonvested RSUs and RSAs, Weighted Average Grant Date Fair Value
Unrecognized compensation cost			$ 0
Vested fair value				$ 700,000
Grant date fair value						$ 1,900,000

SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Schedule of reconciliation of the allowance for doubtful accounts

A reconciliation of the beginning and ending balances of the allowance for doubtful accounts is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance, beginning of the period	$	2,317	$	1,456	$	1,402
Charges to earnings	1,752		4,101		2,472
Write-off of uncollectible accounts receivable	(2,274)		(2,869)		(2,424)
Recoveries collected	56		—		6
Assets held for sale (Note 9)	371		(371)		—
Balance, end of the period	$	2,222	$	2,317	$	1,456

Schedule of depreciation period for each asset category

The following table presents the estimated useful lives for each asset category:


Asset Category			Estimated Useful Lives



Computer equipment and capitalized software			1 to 5 years
Leasehold improvements			Lesser of asset life or life of lease
Furniture and other equipment			7 years
Aircraft			10 years

Schedule of cumulative effect of changes in the consolidated balance sheet for adoption of ASU 2020-06

The cumulative effect of the changes made to the consolidated January 1, 2022 balance sheet for the adoption of ASU 2020-06 were as follows (in thousands):


	December 31, 2021		Adjustments due to ASU 2020-06		January 1, 2022
Assets:
Deferred income tax assets	$	87,581	$	23,979	$	111,560

Liabilities:
Current portion of long-term debt	$	166,008	$	3,213	$	169,221
Long-term debt	478,151		86,069		564,220

Shareholders' equity:
Additional paid-in capital	$	1,242,794	$	(109,750)	$	1,133,044
Accumulated deficit	(571,794)		44,447		(527,347)

INCOME TAXES - Income Tax Reconciliation when Applying the Statutory Federal Tax Rate (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Federal statutory income tax	$ (26,233)	$ (11,538)	$ 17,731
State income taxes, net	(2,215)	365	1,269
Excess tax deductions on non-cash compensation	6,373	4,117	(9,401)
Research and experimentation tax credit	(1,512)	(2,906)	(3,207)
Nondeductible executive compensation	2,174	2,692	3,058
Increase (decrease) in valuation allowance	17,087	139,374	595
Other, net	1,811	915	1,253
Income tax (benefit) expense	$ (2,515)	$ 133,019	$ 11,298

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consist of the following (in thousands):


	December 31, 2023		December 31, 2022
Accrued advertising expense	$	27,859	$	37,703
Accrued compensation and benefits	15,091		11,444
Accrued professional fees	1,101		1,393
Customer deposits and escrows	7,732		7,273
Contribution to LendingTree Foundation	—		500
Current lease liabilities	7,387		8,513
Other	11,374		8,269
Total accrued expenses and other current liabilities	$	70,544	$	75,095

RELATED PARTY TRANSACTIONS	12 Months Ended
RELATED PARTY TRANSACTIONS	Dec. 31, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONS In 2017, the Company's Board of Directors approved a $10.0 million contribution to fund the newly formed LendingTree Foundation. In each of 2020 and 2019, the Company paid $3.3 million of the $10.0 million contribution, and paid the final installment in 2022. In the fourth quarter of 2022, the Company's Board of Directors approved an additional $0.5 million contribution to the LendingTree Foundation that the Company paid in 2023. Officers of the Company serve as officers of the LendingTree Foundation.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

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+ Details

DEBT - Net Carrying Amount Of Convertible Senior Notes (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021	Jul. 24, 2020
Debt Instrument [Line Items]
Long-term debt	$ 525,617	$ 813,516	$ 564,220	$ 478,151
2025 Convertible Notes
Debt Instrument [Line Items]
Gross carrying amount	284,188	575,000
Debt issuance costs	2,321	7,734			$ 12,000
Long-term debt	$ 281,867	$ 567,266

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

ASSETS AND LIABILITIES HELD FOR SALE - Additional information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Discontinued Operations and Disposal Groups [Abstract]
Asset impairment charges	$ 4.2
Impairment related to intangible assets	2.1
Impairment related to property and equipment	1.7
Impairment related to operating lease right of use asset	$ 0.4

DEBT

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

DEBT

Convertible Senior Notes

2025 Notes

On July 24, 2020, the Company issued $575.0 million aggregate principal amount of its 0.50% Convertible Senior Notes due July 15, 2025 (the “2025 Notes”) in a private placement. The issuance included $75.0 million aggregate principal amount of 2025 Notes under a 13-day purchase option which was exercised in full. The 2025 Notes bear interest at a rate of 0.50% per year, payable semi-annually on January 15 and July 15 of each year, beginning on January 15, 2021. The 2025 Notes will mature on July 15, 2025, unless earlier repurchased, redeemed or converted.

On March 8, 2023, the Company repurchased approximately $190.6 million in principal amount of its 2025 Notes, through individual privately-negotiated transactions with certain holders of the 2025 Notes, for $156.3 million in cash plus accrued and unpaid interest of approximately $0.1 million. On December 7, 2023, the Company repurchased approximately $100.2 million in principal amount of its 2025 Notes, through individual privately-negotiated transactions with certain holders of the 2025 Notes, for $81.2 million in cash plus accrued and unpaid interest of approximately $0.2 million. During the year ended December 31, 2023, the Company recognized a gain on the extinguishment of debt of $53.3 million, a loss on the write-off of unamortized debt issuance costs of $3.2 million and incurred debt repayment costs of $1.6 million, all of which are included in interest income/expense, net in the consolidated statements of operations and comprehensive income.

The initial conversion rate of the 2025 Notes is 2.1683 shares of the Company's common stock per $1,000 principal amount of 2025 Notes (which is equivalent to an initial conversion price of approximately $461.19 per share). The conversion rate is subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid interest. In addition, upon the occurrence of a make-whole fundamental change prior to the maturity of the 2025 Notes or if the Company issues a notice of redemption for the 2025 Notes, the Company will, in certain circumstances, increase the conversion rate by a specified number of additional shares for a holder that elects to convert the 2025 Notes in connection with such make-whole fundamental change or to convert its 2025 Notes called for redemption, as the case may be. Upon conversion, the 2025 Notes will settle for cash, shares of the Company’s stock, or a combination thereof, at the Company’s option. It is the intent of the Company to settle the principal amount of the 2025 Notes in cash and any conversion premium in shares of its common stock.

The 2025 Notes are the Company’s senior unsecured obligations and rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the 2025 Notes; equal in right of payment to any of the Company’s unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness, including borrowings under the senior secured credit facility, described below, to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of the Company’s subsidiaries.

Prior to the close of business on the business day immediately preceding March 13, 2025, the 2025 Notes will be convertible at the option of the holders thereof only under the following circumstances:

•during any calendar quarter commencing after the calendar quarter ending on September 30, 2020 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

•during the five business day period after any five consecutive trading day period in which, for each trading day of that period, the trading price (as defined in the 2025 Notes) per $1,000 principal amount of 2025 Notes for such trading day was less than 98% of the product of the last reported sale price of the common stock and the conversion rate on each such trading day;

•if the Company calls such 2025 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the notes called for redemption; or

•upon the occurrence of specified corporate events including but not limited to a fundamental change.

Holders of the 2025 Notes were not entitled to convert the 2025 Notes during the calendar quarter ended December 31, 2023 as the last reported sale price of the Company's common stock, for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on September 30, 2023, was not greater than or equal to 130% of the conversion price of the 2025 Notes on each applicable trading day. Holders of the 2025 Notes are not entitled to convert the

2025 Notes during the calendar quarter ended March 31, 2024 as the last reported sale price of the Company's common stock, for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on December 31, 2023, was not greater than or equal to 130% of the conversion price of the 2025 Notes on each applicable trading day.

On or after March 13, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date of the 2025 Notes, holders of the 2025 Notes may convert all or a portion of their 2025 Notes regardless of the foregoing conditions.

The Company could not redeem the remaining 2025 Notes prior to July 20, 2023. On or after July 20, 2023 and before the 41st scheduled trading day immediately before the maturity date, the Company may redeem for cash all or a portion of the 2025 Notes, at its option, if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period (and including the last trading day of such period) ending on, and including the last trading day immediately preceding the date of notice of redemption is greater than or equal to 130% of the conversion price on each applicable trading day. The redemption price will be equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the 2025 Notes.

Upon the occurrence of a fundamental change prior to the maturity date of the 2025 Notes, holders of the 2025 Notes may require the Company to repurchase all or a portion of the 2025 Notes for cash at a price equal to 100% of the principal amount of the 2025 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date.

If the market price per share of the common stock, as measured under the terms of the 2025 Notes, exceeds the conversion price of the 2025 Notes, the 2025 Notes could have a dilutive effect, unless the Company elects, subject to certain conditions, to settle the principal amount of the 2025 Notes and any conversion premium in cash.

Accounting for the Notes After Adoption of ASU 2020-06

The Company adopted ASU 2020-06 on January 1, 2022 as further described in Note 2—Significant Accounting Policies in the notes to the consolidated financial statements included elsewhere in this report. Following the adoption of ASU 2020-06, the 2025 Notes are recorded as a single unit within liabilities on the consolidated balance sheets as the conversion features within the 2025 Notes are not derivatives that require bifurcation and the 2025 Notes do not involve a substantial premium. Debt issuance costs to issue the 2025 Notes were recorded as a direct deduction from the related liability and amortized to interest expense over the term of Notes. The new guidance also requires the if-converted method to be applied for all convertible instruments when calculating diluted earnings per share. See Note 2—Significant Accounting Policies in the notes to the consolidated financial statements included elsewhere in this report for additional information.

Accounting for the Notes Before Adoption of ASU 2020-06

The initial measurement of convertible debt instruments that may be settled in cash was separated into a debt and an equity component whereby the debt component was based on the fair value of a similar instrument that does not contain an equity conversion option. The separate components of debt and equity of the Company’s 2025 Notes were determined using an interest rate of 5.30%, which reflects the nonconvertible debt borrowing rate of the Company at the date of issuance. As a result, the initial components of debt and equity were $455.6 million and $119.4 million, respectively. Financing costs related to the issuance of the 2025 Notes were approximately $15.1 million, of which $12.0 million were allocated to the liability component and were being amortized to interest expense over the term of the debt and $3.1 million were allocated to the equity component.

During 2023, the Company recorded interest expense on the 2025 Notes of $4.3 million which consisted of $2.1 million associated with the 0.50% coupon rate and $2.2 million associated with the amortization of the debt issuance costs. During 2022, the Company recorded interest expense on the 2025 Notes of $5.9 million which consisted of $2.9 million associated with the 0.50% coupon rate and $3.0 million associated with the amortization of the debt issuance costs. During 2021, the Company recorded interest expense on the 2025 Notes of $27.2 million which consisted of $2.9 million associated with the 0.50% coupon rate, $22.1 million associated with the accretion of the debt discount, and $2.2 million associated with the amortization of the debt issuance costs. The debt discount was being amortized over the term of the debt prior to the adoption of ASU 2020-06.

As of December 31, 2023, the fair value of the 2025 Notes is estimated to be approximately $235.2 million using the Level 1 observable input of the last quoted market price on December 31, 2023.

A summary of the gross carrying amount, debt issuance costs, and net carrying value of the liability component of the 2025 Notes, all of which is recorded as a non-current liability in the December 31, 2023 consolidated balance sheet, are as follows (in thousands):


	December 31, 2023		December 31, 2022
Gross carrying amount	$	284,188	$	575,000

Debt issuance costs	2,321		7,734
Net carrying amount	$	281,867	$	567,266

2022 Notes

On May 31, 2017, the Company issued $300.0 million aggregate principal amount of its 0.625% Convertible Senior Notes due June 1, 2022 (the “2022 Notes”) in a private placement. The Company settled the outstanding balance of the 2022 Notes of $169.7 million in cash on June 1, 2022. The initial conversion rate of the 2022 Notes was 4.8163 shares of the Company's common stock per $1,000 principal amount of 2022 Notes (which is equivalent to an initial conversion price of approximately $207.63 per share).

Accounting for the Notes After Adoption of ASU 2020-06

The Company adopted ASU 2020-06 on January 1, 2022 as further described in Note 2—Significant Accounting Policies in the notes to the consolidated financial statements included elsewhere in this report. Following the adoption of ASU 2020-06, the 2022 Notes are recorded as a single unit within liabilities on the consolidated balance sheets as the conversion features within the 2022 Notes are not derivatives that require bifurcation and the 2022 Notes do not involve a substantial premium. Debt issuance costs to issue the 2022 Notes were recorded as a direct deduction from the related liability and amortized to interest expense over the term of Notes. The new guidance also requires the if-converted method to be applied for all convertible instruments when calculating diluted earnings per share. See Note 2—Significant Accounting Policies in the notes to the consolidated financial statements included elsewhere in this report for additional information.

Accounting for the Notes Before Adoption of ASU 2020-06

The separate components of debt and equity of the Company’s 2022 Notes were determined using an interest rate of 5.36%, which reflects the nonconvertible debt borrowing rate of the Company at the date of issuance. As a result, the initial components of debt and equity were $238.4 million and $61.6 million, respectively. Financing costs related to the issuance of the 2022 Notes were approximately $9.3 million, of which $7.4 million were allocated to the liability component and were being amortized to interest expense over the term of the debt and $1.9 million were allocated to the equity component.

On July 24, 2020, the Company used approximately $234.0 million of the net proceeds from the issuance of the 2025 Notes to repurchase approximately $130.3 million principal amount of the 2022 Notes, including the payment of accrued and unpaid interest of approximately $0.1 million, through separate transactions with certain holders of the 2022 Notes. Of the consideration paid, $126.0 million was allocated to the extinguishment of the liability component of the notes, while the remaining $107.9 million was allocated to the reacquisition of the equity component and recorded as a reduction to additional paid-in capital in the consolidated statement of shareholders’ equity. The Company recognized a loss on debt extinguishment of $7.8 million in the third quarter of 2020.

During 2022, the Company recorded interest expense on the 2022 Notes of $0.8 million which consisted of $0.4 million associated with the 0.625% coupon rate and $0.4 million associated with the amortization of the debt issuance costs. During 2021, the Company recorded interest expense on the 2022 Notes of $9.5 million which consisted of $1.1 million associated with the 0.625% coupon rate, $7.5 million associated with the accretion of the debt discount, and $0.9 million associated with the amortization of the debt issuance costs.

Convertible Note Hedge and Warrant Transactions

2020 Hedge and Warrants

On July 24, 2020, in connection with the issuance of the 2025 Notes, the Company entered into Convertible Note Hedge (the “2020 Hedge”) and warrant transactions with respect to the Company’s common stock. The Company used approximately $63.0 million of the net proceeds from the 2025 Notes to pay for the cost of the 2020 Hedge, after such cost was partially offset by the proceeds from the warrant transactions.

On July 24, 2020, the Company paid $124.2 million to the counterparties for the 2020 Hedge transactions. The 2020 Hedge transactions cover 1.2 million shares of the Company’s common stock, the same number of shares initially underlying the 2025

Notes, and are exercisable upon any conversion of the 2025 Notes. The 2020 Hedge transactions are expected generally to reduce the potential dilution to the Company's common stock upon conversion of the 2025 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted 2025 Notes, as the case may be, in the event that the market price per share of common stock, as measured under the terms of the 2020 Hedge transactions, is greater than the strike price of the 2020 Hedge transactions, which initially corresponds to the initial conversion price of the 2025 Notes, or approximately $461.19 per share of common stock. The 2020 Hedge transactions will expire upon the maturity of the Notes.

On July 24, 2020, the Company sold to the counterparties warrants (the “2020 Warrants”) to acquire 1.2 million shares of the Company's common stock at an initial strike price of $709.52 per share, which represents a premium of 100% over the last reported sale price of the common stock of $354.76 on July 21, 2020. On July 24, 2020, the Company received aggregate proceeds of approximately $61.2 million from the sale of the 2020 Warrants. If the market price per share of the common stock, as measured under the terms of the 2020 Warrants, exceeds the strike price of the 2020 Warrants, the 2020 Warrants could have a dilutive effect, unless the Company elects, subject to certain conditions, to settle the 2020 Warrants in cash.

In connection with the December 7, 2023 and the March 8, 2023 repurchases of the 2025 Notes noted above, the Company entered into agreements with the counterparties for the 2020 Hedge and 2020 Warrants transactions to terminate a portion of these call spread transactions effective December 7, 2023 and March 8, 2023, respectively, in notional amounts corresponding to the principal amount of the 2025 Notes repurchased. Subsequent to such terminations, the outstanding portion of the 2020 Hedge covers 0.6 million shares of the Company's common stock and the 2020 Warrants to acquire 0.6 million shares of the Company's common stock remain outstanding.

The 2020 Hedge and 2020 Warrants transactions are indexed to, and potentially settled in, the Company's common stock and the net cost of $63.0 million has been recorded as a reduction to additional paid-in capital in the consolidated statement of shareholders’ equity.

2017 Hedge and Warrants

On May 31, 2017, in connection with the issuance of the 2022 Notes, the Company entered into Convertible Note Hedge (the “2017 Hedge”) and warrant transactions with respect to the Company’s common stock. The Company used approximately $18.1 million of the net proceeds from the 2022 Notes to pay for the cost of the 2017 Hedge, after such cost was partially offset by the proceeds from the warrant transactions.

On May 31, 2017, the Company paid $61.5 million to the counterparties for the 2017 Hedge transactions. The 2017 Hedge transactions initially covered 1.4 million shares of the Company’s common stock, the same number of shares initially underlying the 2022 Notes, and were exercisable upon any conversion of the 2022 Notes. The 2017 Hedge transactions expired on June 1, 2022 upon the maturity of the Notes.

On May 31, 2017, the Company sold to the counterparties, warrants (the “2017 Warrants”) to acquire 1.4 million shares of the Company's common stock at an initial strike price of $266.39 per share, which represented a premium of 70% over the last reported sale price of the common stock of $156.70 on May 24, 2017 receiving proceeds of approximately $43.4 million. The warrants expired on December 12, 2022.

Credit Facility

On September 15, 2021, the Company entered into a credit agreement (the “Credit Agreement”), consisting of a $200.0 million revolving credit facility (the “Revolving Facility”), which matures on September 15, 2026, and a $250.0 million delayed draw term loan facility (the “Term Loan Facility” and together with the Revolving Facility, the “Credit Facility”), which matures on September 15, 2028. The proceeds of the Revolving Facility can be used to finance working capital, for general corporate purposes and any other purpose not prohibited by the Credit Agreement. On May 31, 2022 the Company received proceeds of $250.0 million from the Term Loan Facility and, on June 1, 2022, used $170.2 million of the proceeds to settle the Company's 2022 Notes, including interest. The remaining proceeds of $79.8 million may be used for general corporate purposes not prohibited by the Credit Agreement. The Credit Facility replaces the Company's $500.0 million five-year senior secured revolving credit facility (the “Amended Revolving Credit Facility”) which was entered into on December 10, 2019. As of December 31, 2023, the Company had $246.9 million borrowings outstanding under the Term Loan Facility bearing interest at the SOFR option rate of 9.21% and had no borrowings under the Revolving Facility. As of December 31, 2022, the Company had $248.8 million borrowings outstanding under the Term Loan Facility and had no borrowings under the Revolving Facility. As of December 31, 2023, borrowings of $3.1 million under the Term Loan Facility are recorded as current portion of long-term debt on the consolidated balance sheet.

The full amount of the Revolving Facility will be available on a same-day basis, with respect to base rate loans and upon advance notice with respect to SOFR rate loans, subject to customary terms and conditions. Under certain conditions, the Company will be permitted to add one or more term loans and/or increase revolving or term loan commitments under the Credit Facility by an amount set at the greater of $116.0 million and 100% of consolidated EBITDA (subject to adjustments for certain prepayments), plus an unlimited amount provided that the first lien net leverage ratio does not exceed 3.00 to 1.00. Additionally, up to $20.0 million of the Revolving Facility will be available for the issuance of letters of credit. At each of December 31, 2023 and December 31, 2022, the Company had outstanding one letter of credit issued in the amount of $0.2 million.

The Company’s borrowings under the Credit Facility bear interest at annual rates that, at the Company’s option, will be either:

•a base rate generally defined as the sum of (i) the greater of (a) the prime rate of Truist Bank, (b) the federal funds effective rate plus 0.5% and (c) the Benchmark rate (defined below) on a daily basis applicable for an interest period of one month plus 1.0% and (ii) an applicable percentage of 1.25% to 1.75% for loans under the Revolving Facility and 2.75% to 3.00% for loans under the Term Loan Facility, in each case, based on a first lien net leverage ratio; or

•a Benchmark rate generally defined as the sum of (i) (a) Term SOFR and (b) the related Benchmark replacement adjustment and (ii) an applicable percentage of 2.25% to 2.75% for loans under the Revolving Facility and 3.75% and 4.00% for loans under the Term Loan Facility, in each case, based on a first lien net leverage ratio.

Interest on the Company’s borrowings is payable quarterly in arrears for base rate loans and on the last day of each interest rate period (but not less often than three months) for SOFR rate loans.

The Credit Facility contains a restrictive financial covenant, which is set at a first lien net leverage ratio of 2.50 to 1.00, except that this may increase by 0.50:1.00 for the four fiscal quarters following a material acquisition. The financial covenant will be tested only if the loans and certain other obligations under the Revolving Facility exceed $20.0 million as of the last date of any fiscal quarter (starting with the fiscal quarter ending on December 31, 2021). In addition, the Credit Facility contains mandatory prepayment events, affirmative and negative covenants and events of default customary for a transaction of this type. The covenants, among other things, restrict additional indebtedness, liens, mergers or certain fundamental changes, asset dispositions, dividends and other restricted payments, transactions with affiliates, loans and investments and other matters customarily restricted in credit agreements of this type. The Company is required to make mandatory prepayments of the outstanding principal amount of loans under the Term Loan Facility with the net cash proceeds from certain disposition of assets and the receipt of insurance proceeds upon certain casualty and condemnation events, in each case, to the extent not reinvested within a specified time period, from excess cash flow beyond stated threshold amounts, and from the incurrence of certain indebtedness. The Company has the right to prepay its term loans under the Credit Agreement, in whole or in part, at any time without premium or penalty, subject to certain limitations and a 1.0% soft call premium applicable during the first six months following the closing date.

The Company was in compliance with all covenants at December 31, 2023.

The Credit Facility requires the Company and certain of its subsidiaries to pledge as collateral, subject to certain customary exclusions, substantially all of its assets, including 100% of the equity in certain domestic subsidiaries and 65% of the voting equity, and 100% of the non-voting equity, in certain foreign subsidiaries. The obligations under the Credit Facility are unconditionally guaranteed on a senior basis by the Company's material domestic subsidiaries, which guaranties are secured by the collateral.

With respect to the Revolving Facility, the Company is required to pay an unused commitment fee quarterly in arrears on the difference between committed amounts and amounts actually borrowed under the Revolving Facility equal to an applicable percentage of 0.25% to 0.50% per annum based on a first lien net leverage ratio. The Company is required to pay a letter of credit participation fee and a letter of credit fronting fee quarterly in arrears. The letter of credit participation fee is based upon the aggregate face amount of outstanding letters of credit at an applicable percentage of 2.25% to 2.75% based on a first lien net leverage ratio. The letter of credit fronting fee is 0.125% per annum on the face amount of each letter of credit.

With respect to the Term Loan Facility, the Company is required to pay an unused commitment fee quarterly in arrears on the difference between committed amounts and amounts actually borrowed under the Term Loan Facility equal to an applicable SOFR rate plus an applicable percentage of 3.75% to 4.00% per annum based on a first lien net leverage ratio.

The Company recognized $1.1 million in additional interest expense in the third quarter of 2021 due to the write-off of certain unamortized debt issuance costs associated with the Amended Revolving Credit Facility. In addition to the remaining unamortized debt issuance costs associated with the Amended Revolving Credit Facility, debt issuance costs of $2.8 million

related to the Revolving Facility are being amortized to interest expense over the life of the Revolving Facility. Debt issuance costs of $3.5 million related to the Term Loan Facility and the original issue discount $2.5 million paid on the undrawn term loan facility were amortized to interest expense over the delayed draw access period. These deferred costs are included in prepaid and other current assets and other non-current assets in the Company's consolidated balance sheet.

During 2023, the Company recorded interest expense related to its Revolving Facility of $1.5 million which consisted of $0.6 million in unused commitment fees and $0.9 million associated with the amortization of the debt issuance costs. During 2023, the Company recorded interest expense related to the Term Loan Facility of $22.2 million associated with borrowings bearing interest at the LIBO rate during the first six months of 2023 and the SOFR option rate during the last six months of 2023.

During 2022, the Company recorded interest expense related to its Revolving Facility of $1.5 million which consisted of $0.6 million in unused commitment fees and $0.9 million associated with the amortization of the debt issuance costs. During 2022, the Company recorded interest expense related to the Term Loan Facility of $18.2 million which consisted of $9.6 million associated with borrowings bearing interest at the LIBO rate, $5.1 million in unused commitment fees, $2.0 million associated with the amortization of the debt issuance costs, and $1.5 million associated with the amortization of the original issue discount. During 2021, the Company recorded interest expense related to its revolving facilities of $3.4 million which consisted of $2.0 million in unused commitment fees and $1.4 million associated with the amortization of the debt issuance costs.

STOCK-BASED COMPENSATION - Narrative - Stock Options (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
STOCK-BASED COMPENSATION
Proceeds from stock options exercised		$ 0.0
Weighted average fair value (in dollars per share)			$ 53.21	$ 128.86
Fair value of options vested		11.9	$ 9.2	$ 10.8
Stock Options
STOCK-BASED COMPENSATION
Unrecognized compensation cost		$ 8.6
Weighted-average period for recognition of unrecognized compensation cost (in years)		1 year 10 months 24 days
Exercises in period (in shares)		0	0
Intrinsic value of stock options exercised				$ 51.4
Granted (in shares)		0
Granted (in dollars per share)		$ 0
Stock Options \| One year from the grant date
STOCK-BASED COMPENSATION
Vesting period			1 year	1 year
Stock Options \| Three years from the grant date
STOCK-BASED COMPENSATION
Vesting period			3 years	3 years
Vesting percentage			33.00%	33.00%
Stock Options \| Four years from the grant date
STOCK-BASED COMPENSATION
Vesting period			4 years	4 years
Vesting percentage			25.00%	25.00%
Stock Options \| Six years from the grant date
STOCK-BASED COMPENSATION
Vesting period			6 years	6 years
Performance Options
STOCK-BASED COMPENSATION
Unrecognized compensation cost		$ 11.6
Weighted-average period for recognition of unrecognized compensation cost (in years)		1 year 10 months 24 days
Exercises in period (in shares)		0
Granted (in shares)		0	0	0
Weighted average fair value (in dollars per share)					$ 142.54
Granted (in dollars per share)		$ 0
Return performance, percent of target stock price		167.00%				81.00%
Maximum number of shares for earned (in shares)		395,404				27,132
Target number of shares that would vest upon achieving a targeted total shareholder return performance (in shares)						16,247
Performance awards earned (in shares)		0
Performance Options \| Chairman and Chief Executive Officer
STOCK-BASED COMPENSATION
Granted (in dollars per share)	$ 300
Exercise price premium (percentage)	25.00%
Post-exercise holding requirement period (in years)	2 years
Performance Options \| Minimum
STOCK-BASED COMPENSATION
Return performance, percent of target stock price						41.00%
Performance Options \| Performance measurement period one
STOCK-BASED COMPENSATION
Return performance, percent of target stock price	81.00%				81.00%
Maximum number of shares for earned (in shares)	31,940				31,940
Performance Options \| Performance measurement period one \| Minimum
STOCK-BASED COMPENSATION
Return performance, percent of target stock price	41.00%				41.00%
Performance Options \| Performance measurement period two
STOCK-BASED COMPENSATION
Return performance, percent of target stock price	135.00%				135.00%
Maximum number of shares for earned (in shares)	363,464				363,464
Performance Options \| Performance measurement period two \| Minimum
STOCK-BASED COMPENSATION
Return performance, percent of target stock price	81.00%				81.00%

EQUITY INVESTMENTS	12 Months Ended
EQUITY INVESTMENTS	Dec. 31, 2023
Equity Method Investments and Joint Ventures [Abstract]
EQUITY INVESTMENTS	EQUITY INVESTMENTS In January 2022, the Company acquired an equity interest in EarnUp Inc. (“EarnUp”) for $15.0 million. EarnUp is a consumer-first mortgage payment platform that intelligently automates loan payment scheduling and helps consumers better manage their money and improve their financial well-being. On February 28, 2020, the Company acquired an equity interest in Stash Financial, Inc. (“Stash”) for $80.0 million. On January 6, 2021, the Company acquired an additional equity interest for $1.2 million. On October 18, 2021, the Company entered into a stock transfer agreement with third parties to sell a portion of its Stash equity securities for $46.3 million. The Company sold $35.3 million in October and closed on an additional $11.0 million in November 2021. The Company recorded a realized gain of $27.9 million based on the sale of Stash equity securities under the stock transfer agreement, which is included within other income on the consolidated statement of operations and comprehensive income. Stash is a consumer investing and banking platform. Stash brings together banking, investing, and financial services education into one seamless experience offering a full suite of personal investment accounts, traditional and Roth IRAs, custodial investment accounts, and banking services, including checking accounts and debit cards with a Stock-Back® rewards program. In 2021, the Company recorded a net unrealized gain on the investment in Stash of $95.4 million as a result of an adjustment to the fair value of the Stash equity securities based on observable market events. In the third quarter of 2023, the Company determined there was an impairment indicator related to its Stash investment and performed a valuation of the investment. Based on the valuation, the Company determined the estimated fair value was below the carrying value of the investment and recorded an impairment charge of $113.1 million. The Company determined the fair value by using a market approach and a DCF analysis. Determining the fair value using a DCF analysis and a market analysis requires the exercise of significant judgments, including judgments about the appropriate discount rate, perpetual growth rates, including short-term revenue and EBITDA, the amount and timing of expected future cash flows, and the revenue exit multiple. In the second quarter of 2023, the Company recorded an impairment charge of $1.4 million on one of its investment in equity securities. These impairments are included within other income on the consolidated statement of operations and comprehensive income. As of December 31, 2022, there had been no impairments to the acquisition cost of the equity securities.

FAIR VALUE MEASUREMENTS - Schedule of fair value measurement valuation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance		$ 0	$ 8,249
Transfers into Level 3			0
Transfers out of Level 3			0
Total net losses included in earnings (realized and unrealized)	$ 0	$ 0	(8,249)
Additions			0
Payments			0
Ending balance			$ 0

ASSETS AND LIABILITIES HELD FOR SALE (Tables)

12 Months Ended

Dec. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

Assets and liabilities classified as held for sale

The following table presents information related to the major classes of assets and liabilities that were classified as held for sale (in thousands):


	December 31, 2022
Accounts receivable, net of allowance	$	1,353
Prepaid and other current assets	79
Property and equipment, net of accumulated depreciation of $1,102	1,665
Operating lease right-of-use assets	436
Intangible assets, net of accumulated amortization of $3,857	2,143
Other non-current assets	13
Total assets held for sale	$	5,689

Accounts payable, trade	$	253
Accrued expenses and other current liabilities	2,551
Operating lease liabilities	105
Total liabilities held for sale	$	2,909

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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+ Details

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Cumulative effect adjustment	Common Stock	Additional Paid-in Capital	Additional Paid-in Capital Cumulative effect adjustment	Accumulated Deficit	Accumulated Deficit Cumulative effect adjustment	Treasury Stock
Beginning balance at Dec. 31, 2020	$ 364,761		$ 158	$ 1,188,673		$ (640,909)		$ (183,161)
Beginning balance, common (in shares) at Dec. 31, 2020			15,766,000
Beginning balance, treasury (in shares) at Dec. 31, 2020								2,641,000
Increase (Decrease) in Stockholders' Equity
Net income (loss)	69,115					69,115
Comprehensive income (loss)	69,115
Non-cash compensation	68,555			68,555
Purchase of treasury stock	$ (40,008)							$ (40,008)
Purchase of treasury stock (in shares)	334,253							335,000
Issuance of common stock for stock options, employee stock purchase plan, restricted stock awards and restricted stock units, net of withholding taxes	$ (14,423)		$ 3	(14,426)
Issuance of common stock for stock options, employee stock purchase plan, restricted stock awards and restricted stock units, net of withholding taxes (in shares)			305,000
Other	(8)			(8)
Ending balance at Dec. 31, 2021	$ 447,992	$ (65,303)	$ 161	1,242,794	$ (109,750)	(571,794)	$ 44,447	$ (223,169)
Ending balance, common (in shares) at Dec. 31, 2021			16,071,000
Ending balance, treasury (in shares) at Dec. 31, 2021								2,976,000
Increase (Decrease) in Stockholders' Equity
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2020-06 [Member]
Net income (loss)	$ (187,952)					(187,952)
Comprehensive income (loss)	(187,952)
Non-cash compensation	59,624			59,624
Purchase of treasury stock	$ (43,009)							$ (43,009)
Purchase of treasury stock (in shares)	379,895							379,000
Issuance of common stock for stock options, employee stock purchase plan, restricted stock awards and restricted stock units, net of withholding taxes	$ (3,412)		$ 1	(3,413)
Issuance of common stock for stock options, employee stock purchase plan, restricted stock awards and restricted stock units, net of withholding taxes (in shares)			96,000
Ending balance at Dec. 31, 2022	$ 207,940		$ 162	1,189,255		(715,299)		$ (266,178)
Ending balance, common (in shares) at Dec. 31, 2022	12,811,718		16,167,000
Ending balance, treasury (in shares) at Dec. 31, 2022	3,355,466							3,355,000
Increase (Decrease) in Stockholders' Equity
Net income (loss)	$ (122,404)					(122,404)
Comprehensive income (loss)	(122,404)
Non-cash compensation	$ 39,682			39,682
Purchase of treasury stock (in shares)	0
Issuance of common stock for stock options, employee stock purchase plan, restricted stock awards and restricted stock units, net of withholding taxes	$ (1,087)		$ 2	(1,089)
Issuance of common stock for stock options, employee stock purchase plan, restricted stock awards and restricted stock units, net of withholding taxes (in shares)			230,000
Other	1			1
Ending balance at Dec. 31, 2023	$ 124,132		$ 164	$ 1,227,849		$ (837,703)		$ (266,178)
Ending balance, common (in shares) at Dec. 31, 2023	13,041,445		16,397,000
Ending balance, treasury (in shares) at Dec. 31, 2023	3,355,466							3,355,000

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Revenue	$ 672,502	$ 984,992	$ 1,098,499
Costs and expenses:
Cost of revenue (exclusive of depreciation and amortization shown separately below)	38,758	57,769	57,297
Selling and marketing expense	433,588	702,238	773,990
General and administrative expense	117,700	152,383	153,472
Product development	47,197	55,553	52,865
Depreciation	19,070	20,095	17,910
Amortization of intangibles	7,694	25,306	42,738
Goodwill impairment	38,600	0	0
Change in fair value of contingent consideration	0	0	(8,249)
Restructuring and severance	10,118	4,428	53
Litigation settlements and contingencies	388	(18)	392
Total costs and expenses	713,113	1,017,754	1,090,468
Operating (loss) income	(40,611)	(32,762)	8,031
Other (expense) income, net:
Interest income (expense), net	21,685	(26,014)	(46,867)
Other (expense) income	(105,993)	3,843	123,272
(Loss) income before income taxes	(124,919)	(54,933)	84,436
Income tax benefit (expense)	2,515	(133,019)	(11,298)
Net (loss) income from continuing operations	(122,404)	(187,952)	73,138
Loss from discontinued operations, net of tax	0	0	(4,023)
Net (loss) income	(122,404)	(187,952)	69,115
Comprehensive (loss) income	$ (122,404)	$ (187,952)	$ 69,115
Weighted average shares outstanding:
Basic (in shares)	12,941	12,793	13,199
Diluted (in shares)	12,941	12,793	13,695
(Loss) income per share from continuing operations:
Basic (in dollars per share)	$ (9.46)	$ (14.69)	$ 5.54
Diluted (in dollars per share)	(9.46)	(14.69)	5.34
Loss per share from discontinued operations:
Basic (in dollars per share)	0	0	(0.30)
Diluted (in dollars per share)	0	0	(0.29)
Net (loss) income per share:
Basic (in dollars per share)	(9.46)	(14.69)	5.24
Diluted (in dollars per share)	$ (9.46)	$ (14.69)	$ 5.05

SIGNIFICANT ACCOUNTING POLICIES - Schedule of reconciliation of the allowance for doubtful accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance, beginning of the period	$ 2,317	$ 1,456	$ 1,402
Charges to earnings	1,752	4,101	2,472
Write-off of uncollectible accounts receivable	(2,274)	(2,869)	(2,424)
Recoveries collected	56	0	6
Assets held for sale (Note 9)	371	(371)	0
Balance, end of the period	$ 2,222	$ 2,317	$ 1,456

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
ASSETS:
Cash and cash equivalents	$ 112,051	$ 298,845
Restricted cash and cash equivalents	5	124
Accounts receivable (net of allowance of $2,222 and $2,317, respectively)	54,954	83,060
Prepaid and other current assets	29,472	26,250
Assets held for sale (Note 9)	0	5,689
Total current assets	196,482	413,968
Property and equipment (net of accumulated depreciation of $36,827 and $33,851, respectively)	50,481	59,160
Operating lease right-of-use assets	57,222	67,050
Goodwill	381,539	420,139
Intangible assets, net	50,620	58,315
Equity investments (Note 8)	60,076	174,580
Other non-current assets	6,339	6,101
Total assets	802,759	1,199,313
LIABILITIES:
Current portion of long-term debt	3,125	2,500
Accounts payable, trade	1,960	2,030
Accrued expenses and other current liabilities	70,544	75,095
Liabilities held for sale (Note 9)	0	2,909
Total current liabilities	75,629	82,534
Long-term debt	525,617	813,516
Operating lease liabilities	75,023	88,232
Deferred income tax liabilities	2,091	6,783
Other non-current liabilities	267	308
Total liabilities	678,627	991,373
Commitments and contingencies (Notes 16 and 17)
SHAREHOLDERS' EQUITY:
Preferred stock $.01 par value; 5,000,000 shares authorized; none issued or outstanding	0	0
Common stock $.01 par value; 50,000,000 shares authorized; 16,396,911 and 16,167,184 shares issued, respectively, and 13,041,445 and 12,811,718 shares outstanding, respectively	164	162
Additional paid-in capital	1,227,849	1,189,255
Accumulated deficit	(837,703)	(715,299)
Treasury stock; 3,355,466 and 3,355,466 shares, respectively	(266,178)	(266,178)
Total shareholders' equity	124,132	207,940
Total liabilities and shareholders' equity	$ 802,759	$ 1,199,313

PROPERTY AND EQUIPMENT

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

The balance of property and equipment, net is as follows (in thousands):


	December 31, 2023		December 31, 2022
Computer equipment and capitalized software	$	39,421	$	42,710
Leasehold improvements	32,502		33,776
Furniture and other equipment	8,853		9,635
Aircraft	2,598		2,598
Projects in progress	3,934		4,292
Total gross property and equipment	87,308		93,011
Accumulated depreciation	(36,827)		(33,851)
Total property and equipment, net	$	50,481	$	59,160

Unamortized capitalized software development costs recorded in property and equipment, whether in service or under development, are $17.5 million and $19.0 million at December 31, 2023 and 2022, respectively. Capitalized software development depreciation expense was $13.4 million, $14.1 million and $13.3 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Long-lived assets located outside the United States, the Company's country of domicile, were immaterial at December 31, 2023 and December 31, 2022.

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

The Company currently has two active plans; the LendingTree 2023 Stock Plan (the “Equity Award Plan”) and the LendingTree 2023 Inducement Grant Plan (the "Inducement Plan"), under which future awards may be granted. The Equity Award Plan currently covers outstanding stock options to acquire shares of the Company's common stock, restricted stock, restricted stock with performance conditions, RSUs and RSUs with performance conditions, and provides for the future grants of these and other equity awards. Under the Equity Award Plan and the Inducement Plan, the Company is authorized to grant stock options, restricted stock, RSUs, and other equity-based awards for up to 1.6 million and 0.1 million, respectively, of LendingTree shares of common stock to employees, and, under the Equity Plan only, to non-employee consultants and directors.

The Equity Award Plan and Inducement Plan each have a stated term of ten years and provides that the exercise price of stock options granted will not be less than the market price of the common stock on the grant date. The Equity Award Plan and Inducement Plan do not specify grant dates or vesting schedules, as those determinations are delegated to the Compensation Committee of the board of directors. Each grant agreement reflects the vesting schedule for that particular grant, as determined by the Compensation Committee. The Compensation Committee has the authority to modify the vesting provisions of an award.

Non-cash compensation related to equity awards is included in the following line items in the accompanying consolidated statements of operations and comprehensive income (loss) (in thousands):


	Year Ended December 31,
	2023		2022		2021
Cost of revenue	$	396	$	1,608	$	1,639
Selling and marketing expense	5,267		8,282		7,480
General and administrative expense	25,180		40,233		50,989
Product development	6,333		8,418		8,447
Restructuring and severance	2,506		1,083		—
Total non-cash compensation	$	39,682	$	59,624	$	68,555

For the years ended December 31, 2023, 2022, and 2021, the Company recognized $7.4 million, $12.0 million, and $14.1 million, respectively, of income tax benefit, including state taxes, related to non-cash compensation. Additionally, for the year ended December 31, 2023 and 2022, the Company recognized excess tax expense of $7.8 million and $5.1 million, respectively, and for the year ended December 31, 2021, the Company recognized excess tax benefit of $11.7 million, including state taxes, in income tax expense. See Note 2—Significant Accounting Policies, for additional information regarding excess tax benefits and deficiencies.

Stock Options

A summary of changes in outstanding stock options is as follows:


	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value(a)
		(per option)		(in years)	(in thousands)
Outstanding at December 31, 2022	805,079	$	155.10
Granted	—	—
Exercised	—	—
Forfeited	(17,746)	115.79
Expired	(52,558)	229.34
Outstanding at December 31, 2023	734,775	$	150.74	3.72	$	1,111
Options exercisable	601,405	$	135.43	2.91	$	1,111

(a)The aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between the Company's closing stock price of $30.32 on the last trading day of 2023 and the exercise price, multiplied by the number of shares covered by in-the-money options) that would have been received by the option holder had the option holder exercised these options on December 31, 2023. The intrinsic value changes based on the market value of the Company's common stock.

As of December 31, 2023, there was approximately $8.6 million of unrecognized compensation cost related to stock options. These costs are expected to be recognized over a weighted-average period of approximately 1.9 years.

Upon exercise, the intrinsic value represents the pre-tax difference between the Company's closing stock price on the exercise date and the exercise price, multiplied by the number of stock options exercised. During the years ended December 31, 2023 and 2022, there were no stock options exercised. During the year ended December 31, 2021, the total intrinsic value of stock options that were exercised was $51.4 million. As there were no options exercised for the year ended December 31, 2023, no cash was received from stock option exercises.

During the year ended December 31, 2023, there were no stock options granted. During the years ended December 31, 2022 and 2021, the Company granted stock options with a weighted average grant date fair value per share of $53.21 and $128.86, respectively, of which the vesting periods include (a) immediately upon grant, (b) earlier of one year from grant date and the Company's annual meeting of stockholders for 2023, (c) 33% over a period of three years from the grant date, (d) 25% over a period of four years from the grant date, and (e) certain grants to executive officers that vest over periods of up to six years.

For purposes of determining stock-based compensation expense, the weighted average grant date fair value per share of the stock options was estimated using the Black-Scholes option pricing model, which requires the use of various key assumptions. The weighted average assumptions used are as follows:


	Year Ended December 31,
	2023	2022	2021
Expected term (1)	—	5.00 - 6.00 years	5.00 - 6.00 years
Expected dividend (2)	—	—	—
Expected volatility (3)	—	53%- 56%	53% - 59%
Risk-free interest rate (4)	—	1.62%- 3.23%	0.59% - 1.15%

(1)The expected term of stock options granted was calculated using the 'Simplified Method', which utilizes the midpoint between the weighted average time of vesting and the end of the contractual term. This method was utilized for the stock options due to a lack of historical exercise behavior by the Company's employees.

(2)For all stock options granted during the years ended December 31, 2022 and 2021, no dividends are expected to be paid over the contractual term of the stock options, resulting in a zero expected dividend rate.

(3)The expected volatility rate is based on the historical volatility of the Company's common stock.

(4)The risk-free interest rate is specific to the date of grant. The risk-free interest rate is based on U.S. Treasury yields for notes with comparable expected terms as the awards, in effect at the grant date.

During the years ended December 31, 2023, 2022 and 2021, the total grant date fair value of options vested was $11.9 million, $9.2 million and $10.8 million, respectively.

Stock Options with Market Conditions

A summary of changes in outstanding stock options with market conditions at target is as follows:


	Number of Options with Market Conditions	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value(a)
		(per option)		(in years)	(in thousands)
Outstanding at December 31, 2022	734,685	$	230.79
Granted	—	—
Exercised	—	—
Forfeited	—	—
Expired	(16,247)	308.96
Outstanding at December 31, 2023	718,438	$	229.02	4.67	$	—
Options exercisable	481,669	$	195.10	3.60	$	—

As of December 31, 2023, there was approximately $11.6 million of unrecognized compensation cost related to stock options with market conditions. These costs are expected to be recognized over a weighted-average period of approximately 1.9 years. For single cliff-vesting stock options with market conditions, the fair value will be recognized on a straight-line basis through each grant’s vest date, whether or not any of the total shareholder return targets are met. For graded-vesting stock options with market conditions, the fair value will be recognized using graded vesting expense attribution, whether or not any of the total shareholder return targets are met.

No stock options with market conditions were granted in 2021, 2022 or 2023. During the year ended December 31, 2020, the Company granted stock options with a weighted-average grant date fair value per share of $142.54. The single cliff-vesting stock options granted during the year ended December 31, 2020 have a vest date of March 31, 2024. The graded-vesting stock options granted during the year ended December 31, 2020 have a vesting schedule with vesting dates of December 31, 2024, December 31, 2025 and December 31, 2026.

In December 2020, the Company granted graded-vesting stock options with a market condition to its Chairman and Chief Executive Officer at a premium exercise price of $300, representing an approximate 25% premium over the closing market price of LendingTree's common stock on the date of grant. The net after-tax shares acquired through exercise of these stock options are subject to a two-year post-exercise holding requirement.

The single cliff-vesting stock options with a market condition granted in 2020 have a target number of shares that vest upon achieving a targeted total shareholder return performance of 81% stock price appreciation and a maximum of 31,940 shares for achieving superior performance. No shares will vest unless 41% of the targeted performance is achieved. The performance measurement period ends on March 31, 2024. The graded-vesting stock options with a market condition granted in 2020 have a target number of shares that vest upon achieving a targeted total shareholder return performance of 135% stock price appreciation and a maximum of 363,464 shares for achieving superior performance. No shares will vest unless 81% of the targeted performance is achieved. The performance measurement period ends on March 31, 2025.

The performance measurement period for stock options with a market condition granted in 2019 ended on March 31, 2023. The grant had a target number of shares of 16,247 that would vest upon achieving a targeted total shareholder return performance of 81% stock price appreciation and a maximum of 27,132 shares for achieving superior performance. No shares will vest unless 41% of the targeted performance is achieved. At March 31, 2023, the target number of shares expired due to the

actual total shareholder return performance not meeting the 41% of the targeted performance measure, as reflected in the table above.

For all stock options with market conditions, time-based service vesting conditions would also have to be satisfied in order for shares to become fully vested and no longer subject to forfeiture.

As of December 31, 2023, a maximum of 395,404 may be earned for achieving superior performance up to 167% of the remaining unvested target number of shares. As of December 31, 2023, no additional performance-based nonqualified stock options with a market condition had been earned.

Restricted Stock Units

A summary of changes in outstanding nonvested RSUs is as follows:


	RSUs
	Number of Units	Weighted Average Grant Date Fair Value
		(per unit)
Nonvested at December 31, 2022	485,053	$	127.46
Granted (a)	391,953	31.69
Vested	(244,580)	129.30
Forfeited	(160,833)	70.13
Nonvested at December 31, 2023	471,593	$	66.42

(a)The grant date fair value per share of the RSUs is calculated as the closing market price of LendingTree's common stock at the time of grant.

As of December 31, 2023, there was approximately $16.5 million of unrecognized compensation cost related to RSUs. These costs are expected to be recognized over a weighted-average period of approximately 1.6 years.

The total fair value of RSUs that vested during the years ended December 31, 2023, 2022, and 2021 was $6.9 million, $11.5 million and $21.7 million, respectively.

Restricted Stock Units with Performance Conditions

A summary of changes in outstanding nonvested RSUs with performance conditions is as follows:


	RSUs with Performance Conditions
	Number of Units	Weighted Average Grant Date Fair Value
		(per unit)
Nonvested at December 31, 2022	16,000	$	83.25
Granted	—	—
Vested	—	—
Forfeited	(16,000)	83.25
Nonvested at December 31, 2023	—	$	—

No RSUs with performance conditions were granted in 2023 or 2021.

As of December 31, 2023, there was no unrecognized compensation cost related to RSUs with performance conditions.

The total fair value of RSUs with performance conditions that vested during the year ended December 31, 2021 was $0.9 million.

Restricted Stock Awards with Performance Conditions

No RSAs with performance conditions were granted in 2023, 2022, or 2021. During 2018, the Company granted time-vested RSAs with a performance condition to its Chairman and Chief Executive Officer, which vested through December 31, 2021. The terms of this award were fixed in compensation agreements in July 2017 with a total grant date fair value of $21.9 million. The performance condition was tied to the Company's operating results during the first six months of 2018, and was met.

The total fair value of RSAs with performance conditions that vested during the year ended December 31, 2021 was $4.1 million.

Restricted Stock Awards with Market Conditions

No RSAs with market conditions were granted in 2023, 2022 or 2021. During 2018, the Company granted RSAs with market conditions to its Chairman and Chief Executive Officer with a total grant date fair value of $1.9 million. The performance measurement period ended on September 30, 2022, and 29,601 shares were earned.

The total fair value of RSAs with market conditions that vested during the year ended December 31, 2022 was $0.7 million. As of December 31, 2023, there was no unrecognized compensation cost related to RSAs with market conditions.

Employee Stock Purchase Plan

During 2021, the Company implemented an employee stock purchase plan (“ESPP”), under which a total of 262,731 shares of the Company's common stock were reserved for issuance. The ESPP is a tax-qualified plan under Section 423 of the Internal Revenue Code. Under the terms of the ESPP, eligible employees are granted options to purchase shares of the Company's common stock at 85% of the lesser of (1) the fair market value at time of grant or (2) the fair market value at time of exercise. The offering periods and purchase periods are typically 6-month periods ending on June 30 and December 31 of each year.

During the year ended December 31, 2023, 64,549 shares were purchased under the ESPP at a weighted average purchase price of $19.03 per share, resulting in cash proceeds of $1.2 million. During the year ended December 31, 2022, 30,375 shares were purchased under the ESPP at a weighted average purchase price of $27.19 per share, resulting in cash proceeds of $0.8 million. As of December 31, 2023 and 2022, 162,264 and 226,813 shares, respectively, were available for issuance under the ESPP.

For the years ended December 31, 2023 and 2022, the Company granted Employee Stock Purchase Rights to certain employees with a weighted average grant date fair value per share of $8.51 and $20.96 respectively, calculated using the Black-Scholes option pricing model. For purposes of determining stock-based compensation expense, the grant date fair value per share estimated using the Black-Scholes option pricing model required the use of the following key assumptions:


	Year Ended December 31,
	2023	2022
Expected term (1)	0.50 years	0.50 years
Expected dividend (2)	—	—
Expected volatility (3)	82%	49% - 73%
Risk-free interest rate (4)	4.76% - 5.50%	0.19% - 2.51%

(1)The expected term was calculated using the time period between the grant date and the purchase date.

(2)No dividends are expected to be paid, resulting in a zero expected dividend rate.

(3)The expected volatility rate is based on the historical volatility of the Company's common stock.

(4)The risk-free interest rate is specific to the date of grant. The risk-free interest rate is based on U.S. Treasury yields for notes with comparable expected terms as the Employee Stock Purchase Rights, in effect at the grant date.

EQUITY INVESTMENTS (Details) - USD ($)	1 Months Ended		2 Months Ended		3 Months Ended		12 Months Ended
EQUITY INVESTMENTS (Details) - USD ($)	Nov. 30, 2021	Oct. 31, 2021	Dec. 31, 2021	Nov. 30, 2021	Sep. 30, 2023	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jan. 31, 2022	Jan. 06, 2021	Feb. 28, 2020
Schedule of Equity Method Investments [Line Items]
Proceeds from the sale of equity investment							$ 0	$ 0	$ 46,312,000
Loss on impairment of investments						$ 1,400,000
Impairment loss on equity method investments								$ 0
EarnUp Inc.
Schedule of Equity Method Investments [Line Items]
Equity method investment										$ 15,000,000
Stash Financial, Inc.
Schedule of Equity Method Investments [Line Items]
Equity method investment											$ 1,200,000	$ 80,000,000
Proceeds from the sale of equity investment	$ 11,000,000	$ 35,300,000		$ 46,300,000
Realized gain from sale of equity method investment			$ 27,900,000
Unrealized gain on equity method investment									$ 95,400,000
Loss on impairment of investments					$ 113,100,000

COVER - USD ($) $ in Millions	12 Months Ended
COVER - USD ($) $ in Millions	Dec. 31, 2023	Feb. 23, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-34063
Entity Registrant Name	LendingTree, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-2414818
Entity Address, Address Line One	1415 Vantage Park Dr.
Entity Address, Address Line Two	Suite 700
Entity Address, City or Town	Charlotte
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	28203
City Area Code	704
Local Phone Number	541-5351
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	TREE
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 238
Entity Common Stock, Shares Outstanding		13,042,789
Documents Incorporated by Reference	Portions of the Registrant's proxy statement for its 2024 Annual Meeting of Stockholders are incorporated by reference into Part III herein. Such proxy statement will be filed with the U.S. Securities and Exchange Commission within 120 days of the Registrant's fiscal year ended December 31, 2023.
Entity Central Index Key	0001434621
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Amendment Flag	false

HOSTING ARRANGEMENTS (Details) - USD ($) $ in Thousands	12 Months Ended
HOSTING ARRANGEMENTS (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Intangible assets with definite lives
Hosting arrangement, amortization expense	$ 3,500	$ 2,500	$ 1,100
Prepaid and other current assets
Intangible assets with definite lives
Total gross	3,580	2,805
Accumulated amortization	(1,179)	(576)
Total net	2,401	2,229
Prepaid and other current assets \| Capitalized implementation costs
Intangible assets with definite lives
Total gross	2,646	2,558
Prepaid and other current assets \| Projects in progress
Intangible assets with definite lives
Total gross	934	247
Other non-current assets
Intangible assets with definite lives
Total gross	7,548	5,557
Accumulated amortization	(3,457)	(2,754)
Total net	4,091	2,803
Other non-current assets \| Capitalized implementation costs
Intangible assets with definite lives
Total gross	5,679	4,997
Other non-current assets \| Projects in progress
Intangible assets with definite lives
Total gross	$ 1,869	$ 560

ASSETS AND LIABILITIES HELD FOR SALE - Assets and liabilities classified as held for sale (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Total liabilities held for sale	$ 0	$ 2,909
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations \| Consumer
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Accounts receivable, net of allowance		1,353
Prepaid and other current assets		79
Property and equipment, net of accumulated depreciation of $1,102		1,665
Operating lease right-of-use assets		436
Intangible assets, net of accumulated amortization of $3,857		2,143
Other non-current assets		13
Total assets held for sale		5,689
Accounts payable, trade		253
Accrued expenses and other current liabilities		2,551
Operating lease liabilities		105
Total liabilities held for sale		2,909
Accumulated depreciation		1,102
Accumulated amortization		$ 3,857

LEASES (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Summary of lease costs

Lease expense, which is included in general and administrative expense on the accompanying consolidated statements of operations and comprehensive income (loss), consists of the following (in thousands):


	Year Ended December 31,
	2023		2022		2021
Operating lease cost	$	9,506	$	11,862	$	13,160
Short-term lease cost	26		45		39

Total lease cost	$	9,532	$	11,907	$	13,199

Weighted average remaining lease term and discount rate for operating leases are as follows:


	December 31, 2023		December 31, 2022		December 31, 2021
Weighted average remaining lease term	11.6 years		12.1 years		12.3 years
Weighted average discount rate	5.0	%	5.0	%	5.0	%

Schedule of supplemental cash flow

Supplemental cash flow information related to leases is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Net cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	13,705	$	13,357	$	329
Right-of-use assets obtained in exchange for new operating lease liabilities	$	861	$	975	$	1,250

Schedule of lease maturity

Maturities of lease liabilities as of December 31, 2023 are as follows (in thousands):


	Operating Leases
Year ending December 31, 2024	$	11,352
Year ending December 31, 2025	9,452
Year ending December 31, 2026	9,564
Year ending December 31, 2027	7,891
Year ending December 31, 2028	7,507
Thereafter	65,348
Total lease payments	111,114
Less: Interest	28,704

Present value of lease liabilities	$	82,410

INCOME TAXES - Income Tax Expense (Benefit) Components (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current income tax expense:
Federal	$ 1,155	$ 0	$ 128
State	1,022	353	262
Current income tax expense	2,177	353	390
Deferred income tax (benefit) expense:
Federal	(3,383)	98,772	9,912
State	(1,309)	33,894	996
Deferred income tax (benefit) expense	(4,692)	132,666	10,908
Income tax (benefit) expense	$ (2,515)	$ 133,019	$ 11,298

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

DEBT - Credit Facility (Details)					3 Months Ended	12 Months Ended
DEBT - Credit Facility (Details)	Jun. 01, 2022 USD ($)	May 31, 2022 USD ($)	Sep. 15, 2021 USD ($)	Dec. 10, 2019 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jan. 01, 2022 USD ($)
Line of Credit Facility [Line Items]
Proceeds from term loan						$ 0	$ 250,000,000	$ 0
Current portion of long-term debt						3,125,000	2,500,000	166,008,000	$ 169,221,000
Letters of credit outstanding						200,000	200,000
Ratio of debt to EBITDA Increase			0.50
Write-off of previously-capitalized debt issuance costs						0	0	1,066,000
Amortization of debt issuance costs						3,137,000	6,432,000	5,992,000
Amortization of debt discount						0	1,475,000	30,695,000
Revolving Credit Facility
Line of Credit Facility [Line Items]
Percent of domestic subsidiaries equity			100.00%
Percent of voting equity			65.00%
Percent of non-voting equity			100.00%
Revolving credit facility, letter of credit fronting fee percentage			0.125%
Letter of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 20,000,000
Benchmark Rate \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			1.00%
Fed Funds Effective Rate Overnight Index Swap Rate \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			0.50%
Minimum \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Revolving credit facility, unused capacity, commitment fee percentage			0.25%
Revolving credit facility, letter of credit participation fee percentage			2.25%
Maximum
Line of Credit Facility [Line Items]
Ratio of debt to EBITDA			2.50
Maximum \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Revolving credit facility, unused capacity, commitment fee percentage			0.50%
Revolving credit facility, letter of credit participation fee percentage			2.75%
Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Line of credit outstanding						0
Credit Agreement \| Line of Credit
Line of Credit Facility [Line Items]
Line of credit outstanding							0
Potential additional borrowing capacity			$ 116,000,000
Credit agreement, ratio of debt to EBITDA			3.00
Premium percentage			0.010
Premium percentage period			6 months
Credit Agreement \| Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 200,000,000
Capacity available for general corporate purchases			79,800,000
Covenant threshold			20,000,000
Revolving credit facility, debt issuance costs			2,800,000
Interest expense						1,500,000	1,500,000
Unused borrowing capacity fee						600,000	600,000
Amortization of debt issuance costs						900,000	900,000
Credit Agreement \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity			250,000,000
Proceeds from term loan		$ 250,000,000
Line of credit outstanding						246,900,000	248,800,000
Current portion of long-term debt						3,100,000
Revolving credit facility, debt issuance costs			3,500,000
Unamortized debt discount			$ 2,500,000
Interest expense						$ 22,200,000	18,200,000
Unused borrowing capacity fee							5,100,000
Amortization of debt issuance costs							2,000,000
Amortization of debt discount							1,500,000
Credit Agreement \| SOFR \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate						9.21%
Credit Agreement \| Minimum \| SOFR \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			3.75%
Credit Agreement \| Minimum \| Benchmark Rate \| Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			2.25%
Credit Agreement \| Minimum \| Benchmark Rate \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			3.75%
Credit Agreement \| Minimum \| ABR \| Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			1.25%
Credit Agreement \| Minimum \| ABR \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			2.75%
Credit Agreement \| Maximum \| SOFR \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			4.00%
Credit Agreement \| Maximum \| Benchmark Rate \| Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			2.75%
Credit Agreement \| Maximum \| Benchmark Rate \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			4.00%
Credit Agreement \| Maximum \| ABR \| Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			1.75%
Credit Agreement \| Maximum \| ABR \| Delayed Draw Term Loan \| Line of Credit
Line of Credit Facility [Line Items]
Revolving credit facility, basis spread on variable rate			3.00%
2022 Convertible Notes
Line of Credit Facility [Line Items]
Proceeds used to settle outstanding balance of debt instrument	$ 170,200,000
Interest expense							800,000	9,500,000
Amortization of debt issuance costs							$ 400,000	900,000
Amortization of debt discount								7,500,000
Amended Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Interest expense								3,400,000
Amended Revolving Credit Facility \| Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity				$ 500,000,000
Revolving credit facility, term				5 years
Write-off of previously-capitalized debt issuance costs					$ 1,100,000
Unused borrowing capacity fee								2,000,000
Amortization of debt issuance costs								$ 1,400,000

SEGMENT INFORMATION

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

SEGMENT INFORMATION

The Company manages its business and reports its financial results through the following three operating and reportable segments: Home, Consumer, and Insurance. Characteristics which were relied upon in making the determination of the reportable segments include the nature of the products, the organization's internal structure, and the information that is regularly reviewed by the CODM for the purpose of assessing performance and allocating resources.

The Home segment includes the following products: purchase mortgage, refinance mortgage, and home equity loans and lines of credit. We ceased offering reverse mortgage loans in the fourth quarter of 2022. The Consumer segment includes the following products: credit cards, personal loans, small business loans, student loans, auto loans, deposit accounts, and other credit products such as credit repair and debt settlement. The credit repair business was closed at the end of the second quarter of 2023. The Insurance segment consists of insurance quote products and sales of insurance policies in our agency businesses.

The following tables are a reconciliation of segment profit, which is the Company's primary segment profitability measure, to income before income taxes and discontinued operations. Segment cost of revenue and marketing expense represents the portion of selling and marketing expense attributable to variable costs paid for advertising, direct marketing and related expenses, that are directly attributable to the segments' products. This measure excludes overhead, fixed costs and personnel-related expenses.


	Year Ended December 31, 2023
	Home		Consumer		Insurance		Other		Total
	(in thousands)
Revenue	$	143,753	$	278,945	$	249,605	$	199	$	672,502
Segment cost of revenue and marketing expense	95,871		140,068		146,101		708		382,748
Segment profit (loss)	47,882		138,877		103,504		(509)		289,754
Cost of revenue									38,758
Brand and other marketing expense									50,840
General and administrative expense									117,700
Product development									47,197
Depreciation									19,070
Amortization of intangibles									7,694
Goodwill impairment									38,600

Restructuring and severance									10,118
Litigation settlements and contingencies									388
Operating loss									(40,611)
Interest income, net									21,685
Other expense									(105,993)
Loss before income taxes									$	(124,919)


	Year Ended December 31, 2022
	Home		Consumer		Insurance		Other		Total
	(in thousands)
Revenue	$	289,383	$	396,109	$	299,073	$	427	$	984,992
Segment cost of revenue and marketing expense	186,299		221,531		207,239		982		616,051
Segment profit (loss)	103,084		174,578		91,834		(555)		368,941
Cost of revenue									57,769
Brand and other marketing expense									86,187
General and administrative expense									152,383
Product development									55,553
Depreciation									20,095
Amortization of intangibles									25,306

Restructuring and severance									4,428
Litigation settlements and contingencies									(18)
Operating loss									(32,762)
Interest expense, net									(26,014)
Other income									3,843
Loss before income taxes									$	(54,933)


	Year Ended December 31, 2021
	Home		Consumer		Insurance		Other		Total
	(in thousands)
Revenue	$	441,738	$	329,945	$	326,153	$	663	$	1,098,499
Segment cost of revenue and marketing expense	288,386		186,448		212,689		610		688,133
Segment profit	153,352		143,497		113,464		53		410,366
Cost of revenue									57,297
Brand and other marketing expense									85,857
General and administrative expense									153,472
Product development									52,865
Depreciation									17,910
Amortization of intangibles									42,738
Change in fair value of contingent consideration									(8,249)
Restructuring and severance									53
Litigation settlements and contingencies									392
Operating income									8,031
Interest expense, net									(46,867)
Other income									123,272
Income before income taxes and discontinued operations									$	84,436

The CODM does not review information on segment assets and as such, no segment asset information is reported herein.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (d)
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 42
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 32
-Subparagraph (f)
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

HOSTING ARRANGEMENTS (Tables)

12 Months Ended

Dec. 31, 2023

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of capitalized implementation costs

The balance of capitalized implementation costs incurred in a hosting arrangement that is a service contract, which are recorded within prepaid and other current assets and other non-current assets, is as follows (in thousands):


	December 31, 2023				December 31, 2022
	Current portion		Non-current portion		Current portion		Non-current portion
Capitalized implementation costs	$	2,646	$	5,679	$	2,558	$	4,997
Projects in progress	934		1,869		247		560
Total gross	3,580		7,548		2,805		$	5,557
Accumulated amortization	(1,179)		(3,457)		(576)		(2,754)
Total net	$	2,401	$	4,091	$	2,229	$	2,803

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of non-cash compensation expense related to equity awards

Non-cash compensation related to equity awards is included in the following line items in the accompanying consolidated statements of operations and comprehensive income (loss) (in thousands):


	Year Ended December 31,
	2023		2022		2021
Cost of revenue	$	396	$	1,608	$	1,639
Selling and marketing expense	5,267		8,282		7,480
General and administrative expense	25,180		40,233		50,989
Product development	6,333		8,418		8,447
Restructuring and severance	2,506		1,083		—
Total non-cash compensation	$	39,682	$	59,624	$	68,555

Summary of changes in outstanding stock options

A summary of changes in outstanding stock options is as follows:


	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value(a)
		(per option)		(in years)	(in thousands)
Outstanding at December 31, 2022	805,079	$	155.10
Granted	—	—
Exercised	—	—
Forfeited	(17,746)	115.79
Expired	(52,558)	229.34
Outstanding at December 31, 2023	734,775	$	150.74	3.72	$	1,111
Options exercisable	601,405	$	135.43	2.91	$	1,111

A summary of changes in outstanding stock options with market conditions at target is as follows:


	Number of Options with Market Conditions	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value(a)
		(per option)		(in years)	(in thousands)
Outstanding at December 31, 2022	734,685	$	230.79
Granted	—	—
Exercised	—	—
Forfeited	—	—
Expired	(16,247)	308.96
Outstanding at December 31, 2023	718,438	$	229.02	4.67	$	—
Options exercisable	481,669	$	195.10	3.60	$	—

Summary of stock option valuation assumptions

The weighted average assumptions used are as follows:


	Year Ended December 31,
	2023	2022	2021
Expected term (1)	—	5.00 - 6.00 years	5.00 - 6.00 years
Expected dividend (2)	—	—	—
Expected volatility (3)	—	53%- 56%	53% - 59%
Risk-free interest rate (4)	—	1.62%- 3.23%	0.59% - 1.15%

(3)The expected volatility rate is based on the historical volatility of the Company's common stock.

Schedule of changes in outstanding non-vested RSUs, restricted stock and RSUs with performance conditions

A summary of changes in outstanding nonvested RSUs is as follows:


	RSUs
	Number of Units	Weighted Average Grant Date Fair Value
		(per unit)
Nonvested at December 31, 2022	485,053	$	127.46
Granted (a)	391,953	31.69
Vested	(244,580)	129.30
Forfeited	(160,833)	70.13
Nonvested at December 31, 2023	471,593	$	66.42

(a)The grant date fair value per share of the RSUs is calculated as the closing market price of LendingTree's common stock at the time of grant.

A summary of changes in outstanding nonvested RSUs with performance conditions is as follows:


	RSUs with Performance Conditions
	Number of Units	Weighted Average Grant Date Fair Value
		(per unit)
Nonvested at December 31, 2022	16,000	$	83.25
Granted	—	—
Vested	—	—
Forfeited	(16,000)	83.25
Nonvested at December 31, 2023	—	$	—

Schedule of employee stock purchase plan valuation assumptions

For purposes of determining stock-based compensation expense, the grant date fair value per share estimated using the Black-Scholes option pricing model required the use of the following key assumptions:


	Year Ended December 31,
	2023	2022
Expected term (1)	0.50 years	0.50 years
Expected dividend (2)	—	—
Expected volatility (3)	82%	49% - 73%
Risk-free interest rate (4)	4.76% - 5.50%	0.19% - 2.51%

(1)The expected term was calculated using the time period between the grant date and the purchase date.

(2)No dividends are expected to be paid, resulting in a zero expected dividend rate.

(3)The expected volatility rate is based on the historical volatility of the Company's common stock.

SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Revenue Recognition

The Company derives its revenue primarily from match fees and closing fees. Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied and promised services have transferred to the customer. In identifying performance obligations, judgment is required around contracts where there was a possibility of bundled services and multiple parties. In applying judgment, the Company considers customer expectations of performance, materiality and the core principles of Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. The Company's services are generally transferred to the customer at a point in time.

Variable consideration is included in revenue if it is probable that a significant future reversal of cumulative revenue under the contract will not occur.

Revenue from Home products is primarily generated from upfront match fees paid by mortgage Network Partners that receive a loan request, and in some cases upfront fees for clicks or call transfers. Match fees and upfront fees for clicks and call transfers are earned through the delivery of loan requests that originated through the Company's websites or affiliates. The Company recognizes revenue at the time a loan request is delivered to the customer, provided that no significant obligations remain. The Company's contractual right to the match fee consideration is contemporaneous with the satisfaction of the performance obligation to deliver a loan request to the customer.

Revenue from Consumer products is generated by match and other upfront fees for clicks or call transfers, as well as from closing fees, approval fees and upfront service and subscription fees. Closing fees are derived from lenders on certain auto loans, business loans, personal loans and student loans when the lender funds a loan with the consumer. Approval fees are derived from credit card issuers when the credit card consumer receives card approval from the credit card issuer. Upfront service fees and subscription fees were derived from consumers in the Company's credit services product. Upfront fees paid by consumers were recognized as revenue over the estimated time the consumer was expected to remain a customer and receive services. Subscription fees were recognized over the period a consumer was receiving services. As of the second quarter of 2023, the Company discontinued providing its credit services product to consumers and no longer receives upfront fees and subscription fees.

Under ASC Topic 606, the timing of recognizing revenue for closing fees and approval fees is accelerated to the point when a loan request or a credit card consumer is delivered to the customer, as opposed to when the consumer loan is closed by the lender or credit card approval is made by the issuer. The Company's contractual right to closing fees and approval fees is not contemporaneous with the satisfaction of the performance obligation to deliver a loan request or a credit card consumer to the customer. As such, the Company records a contract asset at each reporting period-end related to the estimated variable consideration on closing fees and approval fees for which the Company has satisfied the related performance obligation but are still pending the loan closing or credit card approval before the Company has a contractual right to payment. This estimate is based on the Company's historical closing rates and historical time between when a consumer request for a loan or credit card is delivered to the lender or card issuer and when the loan is closed by the lender or approved by the card issuer. The time between satisfaction of the Company's performance obligation and when the Company's right to consideration becomes unconditional varies across products but is generally less than 90 days for auto loans, personal loans, student loans and credit card approvals. The time between satisfaction of the Company's performance obligation and when the Company's right to consideration becomes unconditional for small business loans is generally less than 5 years.

Revenue from the Company's Insurance products is primarily generated from upfront match fees and upfront fees for website clicks or fees for calls. Match fees and upfront fees for clicks and call transfers are earned through the delivery of consumer requests that originated through the Company's websites or affiliates. The Company recognizes revenue at the time a consumer request is delivered to the customer, provided that no significant obligations remain. The Company's contractual right to the match fee consideration is contemporaneous with the satisfaction of the performance obligation to deliver a consumer request to the customer.

Our payment terms vary by customer and services offered. The term between invoicing and when payment is due is generally 30 days or less.

Sales commissions are incremental costs of obtaining contracts with customers. The Company expenses sales commissions when incurred as the duration of contracts with customers is less than one year, based on the right of either party to terminate the contract with less than one year's notice without compensation to either party. These costs are recorded within selling and marketing expense on the consolidated statements of operations and comprehensive income (loss).

Cash and Cash Equivalents

Cash and cash equivalents include cash and short-term, highly liquid money market investments with original maturities of three months or less.

Restricted Cash

Cash escrowed or contractually restricted for a specific purpose is designated as restricted cash.

Accounts Receivable

Accounts receivable are stated at amounts due from customers, net of an allowance for doubtful accounts.

The Company determines its allowance for doubtful accounts by considering a number of factors, including the length of time accounts receivable are past due, previous loss history, current and expected economic conditions and the specific customer's current and expected ability to pay its obligation. Accounts receivable are considered past due when they are outstanding longer than the contractual payment terms. Accounts receivable are written off when management deems them uncollectible.

Segment Reporting

The Company has three reportable segments: Home, Consumer, and Insurance. Characteristics which were relied upon in making the determination of the reportable segments include the nature of the products, the organization's internal structure, and the information that is regularly reviewed by the chief operating decision maker, or CODM, for the purpose of assessing performance and allocating resources.

Property and Equipment

Property and equipment, including internally-developed software and significant improvements, are recorded at cost less accumulated depreciation. Due to the rapid advancements in technology and evolution of company products, all internally-developed software is written off at the end of its useful life. Repairs and maintenance and any gains or losses on dispositions are recognized as incurred in current operations.

Depreciation is recorded on a straight-line basis to allocate the cost of depreciable assets to operations over their estimated service lives.

Hosting Arrangement that is a Service Contract

Subsequent to the adoption of ASU 2018-15 in the first quarter of 2020, as described below, qualifying implementation costs incurred in a hosting arrangement that is a service contract are capitalized and deferred on a straight-line basis over the term of the hosting arrangement, which is typically one to five years. These costs are capitalized to prepaid and other current assets and other non-current assets on the balance sheet, and the associated amortization expense is included within general and administrative expense on the statement of operations and comprehensive income (loss). The majority of such capitalized implementation costs arise from internal and external labor associated with software development

Software Development Costs

Software development costs primarily include internal and external labor expenses incurred to develop the software that powers the Company's websites. Certain costs incurred during the application development stage are capitalized, either as property and equipment or as a hosting arrangement that is a service contract, based on specific activities tracked, while costs incurred during the preliminary project stage and post-implementation/operation stage are expensed as incurred. Capitalized software development costs are amortized over an estimated useful life of one to five years.

Goodwill and Indefinite-Lived Intangible Assets

Goodwill acquired in business combinations is assigned to the reporting units that are expected to benefit from the combination as of the acquisition date. Goodwill and indefinite-lived intangible assets, consisting of certain trade names and

trademarks, are not amortized. Rather, these assets are tested annually for impairment as of October 1, or more frequently upon the occurrence of certain events or substantive changes in circumstances.

As part of its annual impairment testing of goodwill and indefinite-lived intangible assets, in each instance, the Company may elect to assess qualitative factors as a basis for determining whether it is necessary to perform the traditional quantitative impairment testing. If the Company’s assessment of these qualitative factors indicates that it is not more likely than not that the fair value of the reporting unit or indefinite-lived intangible asset is less than its carrying value, then no further testing is required. Otherwise, the goodwill reporting unit or long-lived intangible assets, as applicable, must be quantitatively tested for impairment.

The quantitative impairment test for goodwill involves a comparison of the fair value of a reporting unit with its carrying amount, including goodwill. The Company determines the fair value of its reporting units by using a market approach and a discounted cash flow (“DCF”) analysis. Determining fair value using a DCF analysis and market analysis requires the exercise of significant judgments, including judgments about appropriate discount rates, revenue growth rates, marketing spend, direct operating expenses, the amount and timing of expected future cash flows, and market multiples. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not impaired. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.

The quantitative impairment test for indefinite-lived intangible assets involves a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the indefinite-lived intangible asset exceeds its estimated fair value, an impairment loss is recognized in an amount equal to that excess. The estimates of fair value of indefinite-lived intangible assets are determined using a DCF valuation analysis that employs a relief-from-royalty methodology in estimating the fair value of trade names and trademarks. Significant judgments inherent in this analysis include the determination of royalty rates, discount rates, perpetual growth rates and the amount and timing of future revenues.

Results of the October 1, 2023, 2022 and 2021 qualitative annual impairment tests indicated that it is not more likely than not that the fair value of the goodwill and the indefinite-lived intangible assets were each less than their respective carrying values. Accordingly, no further testing was required.

At December 31, 2023, the Company performed its quarterly review of impairment triggering events for goodwill and determined that a triggering event had not occurred.

Long-Lived Assets and Intangible Assets with Definite Lives

Long-lived assets include property and equipment, definite-lived intangible assets and operating lease right-of-use assets. Amortization of definite-lived intangible assets is recorded on a straight-line basis over their estimated lives.

Capitalized implementation costs incurred in a hosting arrangement that is a service contract are also allocated to and included within long-lived asset groups tested for recoverability.

Long-lived asset groups are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. The carrying amount of a long-lived asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset group. If the carrying amount is deemed to not be recoverable, an impairment loss is recorded as the amount by which the carrying amount of the long-lived asset group exceeds its fair value.

Assets and Liabilities Held For Sale

Assets and Liabilities Held for Sale

The Company classifies assets or disposal groups to be sold as held for sale in the period in which all of the following criteria are met:

•Management, having the authority to approve the action, commits to a plan to sell the asset or disposal group;

•The asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets or disposal groups;

•An active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated;

•The sale of the asset or disposal group is probable and transfer of the asset or disposal group is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond the Company's control extend the period of time required to sell the asset or disposal group beyond one year;

•The asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and

•Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

A long-lived asset or disposal group that is classified as held for sale is initially measured at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset or disposal group until the date of sale. The fair value of a long-lived asset or disposal group, less any costs to sell, is assessed each reporting period it remains classified as held for sale and any subsequent changes are reported as an adjustment to the carrying value of the asset or disposal group, as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale.

Equity Investments

The equity investments do not have a readily determinable fair value and, upon acquisition, the Company elected the measurement alternative to value its investments. Accordingly, the equity investments will be carried at cost less impairment, if any, and subsequently measured to fair value upon observable price changes in an orderly transaction for the identical or similar investments. Additionally, if a qualitative assessment identifies impairment indicators, then the equity investments must be evaluated for impairment and written down to its fair value, if it is determined that the fair value is less than the carrying value. Any gains or losses are included within other (expense) income in the consolidated statement of operations and comprehensive income.

Fair Value Measurements

The Company categorizes its assets and liabilities measured at fair value into a fair value hierarchy that prioritizes the assumptions used in pricing the asset or liability into the following three levels:

•Level 1: Observable inputs, such as quoted prices for identical assets and liabilities in active markets obtained from independent sources.

•Level 2: Other inputs that are observable directly or indirectly, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs that are derived principally from or corroborated by observable market data.

•Level 3: Unobservable inputs for which there is little or no market data and which require the Company to develop its own assumptions, based on the best information available under the circumstances, about the assumptions market participants would use in pricing the asset or liability.

The Company's non-financial assets, such as goodwill, intangible assets and property and equipment are recorded at fair value upon acquisition. These assets are remeasured at fair value when there is an indicator of impairment and recorded at fair value only when an impairment charge is recognized. Such fair value measurements are based predominantly on Level 3 inputs.

Contingent consideration payments related to acquisitions are measured at fair value each reporting period using Level 3 unobservable inputs. The Company's estimates of fair value are based upon assumptions believed to be reasonable but which are uncertain and involve significant judgments by management. Any changes in the fair value of these contingent consideration payments are included in operating income in the consolidated statements of operations and comprehensive income (loss).

Cost of Revenue

Cost of revenue consists primarily of expenses associated with compensation and other employee-related costs (including stock-based compensation) related to internally-operated customer call centers, third-party customer call center fees, credit scoring fees, credit card fees, website network hosting and server fees.

Product Development

Product development expense consists primarily of compensation and other employee-related costs (including stock-based compensation), as well as third-party labor costs that are not capitalized, for employees and consultants engaged in the design, development, testing and enhancement of technology.

Advertising and Promotional Expense

Income Taxes

Income taxes are accounted for under the liability method and deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. In estimating future tax consequences, all expected future events are considered. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the deferred tax asset will not be realized. Interest is recorded on potential tax contingencies as a component of income tax expense and recorded net of any applicable related income tax benefit. For the year ended December 31, 2021, the Company followed the incremental or “with” and “without” approach to intraperiod tax allocation for determination of the amount of tax benefit to allocate to continuing operations as prescribed in ASC 740-20-45-7.

In accordance with the accounting standard for uncertainty in income taxes, liabilities for uncertain tax positions are recognized based on the two-step process prescribed by the accounting standards. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement.

Stock-Based Compensation

The forms of stock-based awards granted to LendingTree employees are principally restricted stock units (“RSUs”), RSUs with performance conditions, stock options, and employee stock purchases related to the Employee Stock Purchase Plan (“Employee Stock Purchase Rights”). Further, stock options with market conditions, restricted stock awards (“RSAs”) with performance conditions and RSAs with market conditions have been granted to the Company's Chairman and Chief Executive Officer. RSUs are awards in the form of units, denominated in a hypothetical equivalent number of shares of LendingTree common stock and with the value of each award equal to the fair value of LendingTree common stock at the date of grant. RSUs may be settled in cash, stock or both, as determined by the Company's Compensation Committee at the time of grant. The Company does not have a history of settling these awards in cash. Each stock-based award is subject to service-based vesting, where a specific period of continued employment must pass before an award vests. The Compensation Committee can modify the vesting provisions of an award. Certain awards also include performance-based vesting, where certain performance targets set at the time of grant must be achieved before an award vests.

LendingTree recognizes as expense non-cash compensation for all stock-based awards for which vesting is considered probable. Forfeitures are recognized when they occur.

For service-based awards, non-cash compensation is measured at fair value on the grant date and expensed ratably over the vesting term. The fair value of stock option awards without a market condition and Employee Stock Purchase Rights are typically estimated using the Black-Scholes option pricing model, while the fair value of an RSU or RSA is measured as the closing common stock price at the time of grant. For performance-based grants, the fair value is measured on the grant date and recognized as non-cash compensation expense, considering the probability of the targets being achieved. Performance-based grants with a market condition are typically valued using a Monte Carlo simulation model. Non-cash compensation expense for single cliff-vesting grants with a market condition are recognized on a straight-line basis, while graded-vesting grants with a market condition use graded vesting expense attribution.

Excess tax benefits and deficiencies that arise due to the difference in the measure of stock compensation and the amount deductible for tax purposes are recorded in income tax expense within the consolidated statement of operations and comprehensive income (loss), and are classified as a component of operating cash flows within the consolidated statements of cash flows.

Litigation Settlements and Contingencies

Litigation settlements and contingencies consists of expenses related to actual or anticipated litigation settlements.

The Company is involved in legal proceedings on an ongoing basis. If the Company believes that a loss arising from such matters is probable and can be reasonably estimated, the estimated liability is accrued in the consolidated financial statements. If only a range of estimated losses can be determined, an amount within the range is accrued that, in the Company's judgment, reflects the most likely outcome; if none of the estimates within that range is a better estimate than any other amount, the low end of the range is accrued. For those proceedings in which an unfavorable outcome is reasonably possible but not probable, an estimate of the reasonably possible loss or range of losses or a conclusion that an estimate of the reasonably possible loss or range of losses arising directly from the proceeding (i.e., monetary damages or amounts paid in judgment or settlement) are not material is disclosed. Legal expenses associated with these matters are recognized as incurred

Accounting Estimates

Management is required to make certain estimates and assumptions during the preparation of the consolidated financial statements in accordance with GAAP. These estimates and assumptions impact the reported amount of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements. They also impact the reported amount of net earnings during any period. Actual results could differ from those estimates.

Significant estimates underlying the accompanying consolidated financial statements, including discontinued operations, include: the recoverability of long-lived assets, goodwill and intangible assets; the determination of income taxes payable and deferred income taxes, including related valuation allowances; fair value of assets acquired in a business combination; contingent consideration related to business combinations; litigation accruals; contract assets; various other allowances, reserves and accruals; assumptions related to the determination of stock-based compensation; and the determination of right-of-use assets and lease liabilities.

Certain Risks and Concentrations

LendingTree's business is subject to certain risks and concentrations including dependence on third-party technology providers, exposure to risks associated with online commerce security and credit card fraud.

Financial instruments, which potentially subject the Company to concentration of credit risk at December 31, 2023, consist primarily of cash and cash equivalents and accounts receivable, as disclosed in the consolidated balance sheet. Cash and cash equivalents are in excess of Federal Deposit Insurance Corporation insurance limits, but are maintained with quality financial institutions of high credit. The Company requires certain Network Partners to maintain security deposits with the Company, which, in the event of non-payment, would be applied against any accounts receivable outstanding.

Due to the nature of the mortgage lending industry, interest rate fluctuations may negatively impact future revenue from the Company's marketplace.

For the years ended December 31, 2023 and December 31, 2022, and December 31, 2021 there were no network partners accounting for more than 10% of total revenue.

Lenders and lead purchasers participating on the Company's marketplace can offer their products directly to consumers through brokers, mass marketing campaigns or through other traditional methods of credit distribution. These lenders and lead purchasers can also offer their products online, either directly to prospective borrowers, through one or more online competitors, or both. If a significant number of potential consumers are able to obtain loans and other products from Network Partners without utilizing the Company's services, the Company's ability to generate revenue may be limited. Because the Company does not have exclusive relationships with the Network Partners whose loans and other financial products are offered on its online marketplace, consumers may obtain offers from these Network Partners without using its service.

Other than a support services office in India, the Company's operations are geographically limited to and dependent upon the economic condition of the United States.

Recent Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, which simplifies the accounting for convertible instruments, amends the derivatives scope exception guidance for contracts in an entity’s own equity, and amends the related earnings-per-share guidance. Under the new guidance, the embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, or that do not result in substantial premiums accounted for as paid-in capital. As a result, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. Additionally, the new guidance requires the if-converted method to be applied for all convertible instruments when calculating diluted earnings per share. This ASU is effective for annual and interim reporting periods beginning after December 15, 2021, with early adoption permitted for periods beginning after December 15, 2020. An entity may adopt the amendments through either a modified retrospective method of transition or a fully retrospective method of transition.

The Company adopted ASU 2020-06 on January 1, 2022 using the modified retrospective transition approach and recognized the cumulative effect of initially applying ASU 2020-06 as a $44.4 million adjustment to the opening balance of accumulated deficit, comprised of $60.8 million for the interest adjustment, net of $16.4 million for the related tax impacts. The recombination of the equity conversion component of our convertible debt remaining outstanding caused a reduction in additional paid-in capital and an increase in deferred income tax assets. The removal of the remaining debt discounts recorded for this previous separation had the effect of increasing our net debt balance. ASU 2020-06 also requires the dilutive impact of convertible debt instruments to utilize the if-converted method when calculating diluted earnings per share and the result is more dilutive. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods. See Note 15—Debt for further information.

The cumulative effect of the changes made to the consolidated January 1, 2022 balance sheet for the adoption of ASU 2020-06 were as follows (in thousands):


	December 31, 2021		Adjustments due to ASU 2020-06		January 1, 2022
Assets:
Deferred income tax assets	$	87,581	$	23,979	$	111,560

Liabilities:
Current portion of long-term debt	$	166,008	$	3,213	$	169,221
Long-term debt	478,151		86,069		564,220

Shareholders' equity:
Additional paid-in capital	$	1,242,794	$	(109,750)	$	1,133,044
Accumulated deficit	(571,794)		44,447		(527,347)

The adoption of ASU 2020-06 did not impact our cash flows or compliance with debt covenants.

In May 2021, the FASB issued ASU 2021-04 to clarify and reduce diversity in accounting for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange. The amendments clarify that a modification of the terms or conditions, or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange, should be accounted for as an exchange of the original instrument for a new instrument. This ASU is effective for annual and interim reporting periods beginning after December 15, 2021. Early adoption is permitted, including adoption in interim periods. An entity should adopt the guidance as of the beginning of its annual fiscal year. The amendments should be applied prospectively to modifications or exchanges occurring on or after the date of adoption. The Company adopted ASU 2021-04 in the second quarter of 2021.

In December 2019, the FASB issued ASU 2019-12, which simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740, Income Taxes, and clarifies certain aspects of the current guidance to improve consistency among reporting entities. This ASU is effective for annual and interim reporting periods beginning after December 15, 2020. Early adoption is permitted, including adoption in interim periods. Entities electing early adoption must adopt all amendments in the same period. Most amendments must be applied prospectively while others are to be applied on a

retrospective basis for all periods presented or a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. The Company adopted ASU 2019-12 in the first quarter of 2021. The amendments applicable to the Company required prospective application, and do not have material impacts to its consolidated financial statements.

Recently Issued Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07 which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for annual periods beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted, including adoption in interim periods. An entity should adopt the guidance as of the beginning of the earliest period presented. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt.

In December 2023, the FASB issued ASU 2023-09 which expands annual disclosure requirements for income taxes, primarily through disclosure about disaggregated information about an entity's effective tax rate reconciliation and information on income taxes paid. This ASU is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The guidance will be applied on a prospective basis with the option to adopt the guidance retrospectively. The Company is evaluating the impact this ASU will have on its consolidated financial statements and whether to early adopt.

DEBT (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of debt


	December 31, 2023		December 31, 2022
Gross carrying amount	$	284,188	$	575,000

Debt issuance costs	2,321		7,734
Net carrying amount	$	281,867	$	567,266

CASH AND RESTRICTED CASH (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents	$ 112,051	$ 298,845
Restricted cash and cash equivalents	5	124
Total cash, cash equivalents, restricted cash and restricted cash equivalents	$ 112,056	$ 298,969	$ 251,342	$ 170,049

ASSETS AND LIABILITIES HELD FOR SALE

12 Months Ended

Dec. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

ASSETS AND LIABILITIES HELD FOR SALE

The following table presents information related to the major classes of assets and liabilities that were classified as held for sale (in thousands):


	December 31, 2022
Accounts receivable, net of allowance	$	1,353
Prepaid and other current assets	79
Property and equipment, net of accumulated depreciation of $1,102	1,665
Operating lease right-of-use assets	436
Intangible assets, net of accumulated amortization of $3,857	2,143
Other non-current assets	13
Total assets held for sale	$	5,689

Accounts payable, trade	$	253
Accrued expenses and other current liabilities	2,551
Operating lease liabilities	105
Total liabilities held for sale	$	2,909

DISCONTINUED OPERATIONS

Home Loan Center, Inc. Bankruptcy Filing

Litigation Related to Discontinued Operations

Residential Funding Company

Lehman Brothers Holdings, Inc.

Financial Information of Discontinued Operations

The components of net loss reported as discontinued operations in the accompanying consolidated statements of operations and comprehensive income (loss) are as follows (in thousands):


	Year Ended December 31,
	2021
Revenue	$	—


Other operating expenses	(4,719)
Loss before income taxes	(4,719)
Income tax benefit	696
Net loss	$	(4,023)

RESTRUCTURING ACTIVITIES

12 Months Ended

Dec. 31, 2023

Restructuring and Related Activities [Abstract]

RESTRUCTURING ACTIVITIES

During September 2023, the Company initiated workforce reductions of 14 employees. The Company incurred approximately $0.9 million in severance charges in connection with the workforce reductions, consisting of cash expenditures for employee separation costs of approximately $0.7 million and non-cash charges for the accelerated vesting of certain equity awards of approximately $0.2 million. The cash payments are expected to be substantially completed by the third quarter of 2024.

On April 6, 2023, the Company made the decision to close the Ovation credit services business ( the "Ovation Closure".) The Ovation Closure includes the elimination of approximately 197 employees, or 18%, of the Company's current workforce. As a result of the Ovation Closure, the Company incurred $2.1 million in restructuring expense in connection with cash expenditures for employee separation costs. The Ovation Closure, including cash payments, is expected to be completed by the first quarter of 2024.

On March 24, 2023, the Company committed to a workforce reduction plan (the “Reduction Plan”), to reduce operating costs. The Reduction Plan includes the elimination of approximately 162 employees, or 13%, of the Company’s current workforce. As a result of the Reduction Plan, the Company incurred approximately $5.3 million in severance charges in connection with the workforce reduction, consisting of cash expenditures for employee separation costs of approximately $4.3 million and non-cash charges for the accelerated vesting of certain equity awards of approximately $1.0 million. The Reduction Plan, including cash payments, is expected to be substantially completed by the end of the second quarter of 2024.

During 2022, the Company completed workforce reductions in each of the first, second, and fourth quarters of approximately 75 employees, 25 employees, and 50 employees, respectively. The Company incurred total expense in 2022 of $4.4 million consisting of employee separation costs of $3.3 million and non-cash compensation expense of $1.1 million due to the accelerated vesting of certain equity awards. All employee separation costs for 2022 actions were paid by the end of 2023.


	Accrued Balance at December 31, 2022		Income Statement Impact		Payments		Non-Cash		Accrued Balance at December 31, 2023
Q3 2023 action
Employee separation payments	—		683		(429)		—		254
Non-cash compensation	—		205		—		(205)		—
Q2 2023 action
Employee separation payments	—		2,063		(2,029)		—		34
Q1 2023 action
Employee separation payments	—		4,253		(3,832)		—		421
Non-cash compensation	—		1,066		—		(1,066)		—
2022 action
Employee separation payments	304		13		(317)		—		—
	$	304	$	8,283	$	(6,607)	$	(1,271)	$	709


	Accrued Balance at December 31, 2021		Income Statement Impact		Payments		Non-Cash		Accrued Balance at December 31, 2022
2022 actions
Employee separation payments	$	—	$	3,345	$	(3,041)	$	—	$	304
Non-cash compensation	—		1,083		—		(1,083)		—
	$	—	$	4,428	$	(3,041)	$	(1,083)	$	304

SIGNIFICANT ACCOUNTING POLICIES - Schedule of depreciation period for each asset category (Details )	Dec. 31, 2023
Computer equipment and capitalized software \| Minimum
Property, Plant and Equipment [Line Items]
Depreciation period (in years)	1 year
Computer equipment and capitalized software \| Maximum
Property, Plant and Equipment [Line Items]
Depreciation period (in years)	5 years
Furniture and other equipment
Property, Plant and Equipment [Line Items]
Depreciation period (in years)	7 years
Aircraft
Property, Plant and Equipment [Line Items]
Depreciation period (in years)	10 years

INCOME TAXES - Deferred Income Taxes - Components (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Provision for accrued expenses	$ 1,168	$ 3,257
Leasing	21,263	25,213
Net operating loss carryforwards	47,463	59,302
Capitalized research and experimentation	30,396	17,843
Non-cash compensation expense	28,126	30,451
Intangible assets	11,379	10,240
Interest	21,295	30,054
Equity Investment	4,561	0
Tax credits	15,385	16,174
Other	95	104
Total gross deferred tax assets	181,131	192,638
Less: valuation allowance	(162,504)	(145,401)	$ (6,039)	$ (5,802)
Total deferred tax assets, net of the valuation allowance	18,627	47,237
Deferred tax liabilities:
Leasing	(18,329)	(21,445)
Property and equipment	(1,563)	(6,227)
Equity investment	0	(25,756)
Other	(826)	(592)
Total gross deferred tax liabilities	(20,718)	(54,020)
Net deferred tax liabilities	(2,091)	$ (6,783)
Federal
Deferred tax liabilities:
Operating loss carryforwards	139,000
State
Deferred tax liabilities:
State operating loss carryforwards	$ 466,400

HOSTING ARRANGEMENTS

12 Months Ended

Dec. 31, 2023

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

HOSTING ARRANGEMENTS


	December 31, 2023				December 31, 2022
	Current portion		Non-current portion		Current portion		Non-current portion
Capitalized implementation costs	$	2,646	$	5,679	$	2,558	$	4,997
Projects in progress	934		1,869		247		560
Total gross	3,580		7,548		2,805		$	5,557
Accumulated amortization	(1,179)		(3,457)		(576)		(2,754)
Total net	$	2,401	$	4,091	$	2,229	$	2,803

Amortization expense included within general and administrative expense on the consolidated statement of operations and comprehensive income (loss) associated with these capitalized implementation costs was $3.5 million, $2.5 million and $1.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.

STOCK-BASED COMPENSATION - Plan Information and P&L Impact (Details) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) plan shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
STOCK-BASED COMPENSATION
Number of active plans \| plan	2
Income tax benefit related to non-cash compensation \| $	$ 7.4	$ 12.0	$ 14.1
Excess tax (benefit) expense \| $	$ 7.8	$ 5.1	$ (11.7)
Equity Award Plan
STOCK-BASED COMPENSATION
Number of shares authorized \| shares	1.6
Term of plan	10 years
Inducement Plan
STOCK-BASED COMPENSATION
Number of shares authorized \| shares	0.1
Term of plan	10 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

CONTINGENCIES	12 Months Ended
CONTINGENCIES	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES	CONTINGENCIES Overview LendingTree is involved in legal proceedings on an ongoing basis. In assessing the materiality of a legal proceeding, the Company evaluates, among other factors, the amount of monetary damages claimed, as well as the potential impact of non-monetary remedies sought by plaintiffs (e.g., injunctive relief) that may require it to change its business practices in a manner that could have a material and adverse impact on the Company's business. With respect to the matters disclosed in this Note 17, unless otherwise indicated, the Company is unable to estimate the possible loss or range of losses that could potentially result from the application of such non-monetary remedies. As of December 31, 2023 and 2022, the Company had litigation settlement accruals of $0.6 million and $0.1 million, respectively. The litigation settlement accruals relate to litigation matters that were either settled or a firm offer for settlement was extended, thereby establishing an accrual amount that is both probable and reasonably estimable. See Note 21—Discontinued Operations in the notes to the consolidated financial statements included elsewhere in this report for additional information.

REVENUE (Details) - USD ($) $ in Thousands	12 Months Ended
REVENUE (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 672,502	$ 984,992	$ 1,098,499
Contract asset	13,700	12,200
Contract liability	0	900
Revenue recognized from prior period	900	800
Change in estimate of transaction price	0	500	700
Other
Disaggregation of Revenue [Line Items]
Revenue	199	427	663
Home
Disaggregation of Revenue [Line Items]
Revenue	143,753	289,383	441,738
Credit cards
Disaggregation of Revenue [Line Items]
Revenue	62,000	100,229	93,420
Personal loans
Disaggregation of Revenue [Line Items]
Revenue	100,124	144,148	110,099
Other Consumer
Disaggregation of Revenue [Line Items]
Revenue	116,821	151,732	126,426
Consumer
Disaggregation of Revenue [Line Items]
Revenue	278,945	396,109	329,945
Insurance
Disaggregation of Revenue [Line Items]
Revenue	$ 249,605	$ 299,073	$ 326,153

CASH AND RESTRICTED CASH (Tables)

12 Months Ended

Dec. 31, 2023

Cash and Cash Equivalents [Abstract]

Schedule of cash, cash equivalents, restricted cash and restricted cash equivalents

Total cash, cash equivalents, restricted cash and restricted cash equivalents consist of the following (in thousands):


	December 31, 2023		December 31, 2022
Cash and cash equivalents	$	112,051	$	298,845
Restricted cash and cash equivalents	5		124
Total cash, cash equivalents, restricted cash and restricted cash equivalents	$	112,056	$	298,969

DISCONTINUED OPERATIONS - Additional Information (Details) $ in Thousands				1 Months Ended			3 Months Ended		12 Months Ended
	Jun. 11, 2020 USD ($)	Jun. 21, 2019 USD ($)	Dec. 16, 2013 lender	Jun. 30, 2020 USD ($)	Feb. 29, 2016 defendant	Jan. 31, 2016 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Jun. 30, 2021 USD ($)	Jul. 21, 2019 USD ($)
DISCONTINUED OPERATIONS
Assets										$ 802,759	$ 1,199,313
Disposed of by means other than sale \| Loan loss obligations \| Lending Tree Loans
DISCONTINUED OPERATIONS
Settlement payment								$ 36,000
Home Loan Center, Inc.
DISCONTINUED OPERATIONS
Assets													$ 11,200
Cash													$ 5,900
Dividends						$ 40,000
Pending Litigation \| Disposed of by means other than sale \| Loan loss obligations \| Discontinued operations \| Lending Tree Loans
DISCONTINUED OPERATIONS
Amount awarded to other party									$ 36,000
Residential Funding Co. v Home Loan Center \| Judicial Ruling
DISCONTINUED OPERATIONS
Amount awarded to other party		$ 68,500
Residential Funding Co. v Home Loan Center \| Pending Litigation
DISCONTINUED OPERATIONS
Number of loan originators \| lender			80
Residential Funding Co. v Home Loan Center \| Settled Litigation \| Damages \| ResCap
DISCONTINUED OPERATIONS
Amount awarded to other party				$ 58,500
Settlement payment							$ 6,400	$ 26,500
Loss contingency receivable												$ 8,600
Lehman Brothers Holdings, Inc. \| Pending Litigation
DISCONTINUED OPERATIONS
Number of defendants \| defendant					149
Lehman Brothers Holdings Inc. v. LendingTree, LLC
DISCONTINUED OPERATIONS
Damages sought	$ 13,300

SHAREHOLDERS' EQUITY (Tables)

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Schedule of computation of basic and diluted (loss) earnings per share

Basic and diluted (loss) income per share was determined based on the following share data (in thousands):


	Year Ended December 31,
	2023	2022	2021
Weighted average basic common shares	12,941	12,793	13,199
Effect of stock options	—	—	407
Effect of dilutive share awards	—	—	89

Weighted average diluted common shares	12,941	12,793	13,695

PROPERTY AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of property and equipment, net

The balance of property and equipment, net is as follows (in thousands):


	December 31, 2023		December 31, 2022
Computer equipment and capitalized software	$	39,421	$	42,710
Leasehold improvements	32,502		33,776
Furniture and other equipment	8,853		9,635
Aircraft	2,598		2,598
Projects in progress	3,934		4,292
Total gross property and equipment	87,308		93,011
Accumulated depreciation	(36,827)		(33,851)
Total property and equipment, net	$	50,481	$	59,160

STOCK-BASED COMPENSATION - Schedules - Stock Options (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Sep. 29, 2023
Aggregate Intrinsic Value
Share price (in dollars per share)	$ 30.32			$ 15.50
Stock Options
Number of Options
Outstanding at the beginning of the period (in shares)	805,079
Granted (in shares)	0
Exercised (in shares)	0	0
Forfeited (in shares)	(17,746)
Expired (in shares)	(52,558)
Outstanding at the end of the period (in shares)	734,775	805,079
Options exercisable at the end of the period (in shares)	601,405
Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)	$ 155.10
Granted (in dollars per share)	0
Exercised (in dollars per share)	0
Forfeited (in dollars per share)	115.79
Expired (in dollars per share)	229.34
Outstanding at the end of the period (in dollars per share)	150.74	$ 155.10
Options exercisable at the end of the period (in dollars per share)	$ 135.43
Weighted Average Remaining Contractual Term
Outstanding at the end of the period (in years)	3 years 8 months 19 days
Options exercisable at the end of the period (in years)	2 years 10 months 28 days
Aggregate Intrinsic Value
Outstanding at the end of the period	$ 1,111,000
Options exercisable at the end of the period	$ 1,111,000
Weighted average assumptions
Dividend yield		0.00%	0.00%
Expected volatility, minimum (percentage)		53.00%	53.00%
Expected volatility, maximum (percentage)		56.00%	59.00%
Risk-free interest rate, minimum (percentage)		1.62%	0.59%
Risk-free interest rate, maximum (percentage)		3.23%	1.15%
Dividends		$ 0	$ 0
Performance Options
Number of Options
Outstanding at the beginning of the period (in shares)	734,685
Granted (in shares)	0	0	0
Exercised (in shares)	0
Forfeited (in shares)	0
Expired (in shares)	(16,247)
Outstanding at the end of the period (in shares)	718,438	734,685
Options exercisable at the end of the period (in shares)	481,669
Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)	$ 230.79
Granted (in dollars per share)	0
Exercised (in dollars per share)	0
Forfeited (in dollars per share)	0
Expired (in dollars per share)	308.96
Outstanding at the end of the period (in dollars per share)	229.02	$ 230.79
Options exercisable at the end of the period (in dollars per share)	$ 195.10
Weighted Average Remaining Contractual Term
Outstanding at the end of the period (in years)	4 years 8 months 1 day
Options exercisable at the end of the period (in years)	3 years 7 months 6 days
Aggregate Intrinsic Value
Outstanding at the end of the period	$ 0
Options exercisable at the end of the period	$ 0
Minimum \| Stock Options
Weighted average assumptions
Expected term (in years)		5 years	5 years
Maximum \| Stock Options
Weighted average assumptions
Expected term (in years)		6 years	6 years

INCOME TAXES - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Reconciliation of unrecognized tax benefits, excluding interest
Balance, beginning of the period	$ 3,282	$ 2,914
Additions based on tax positions of the current period	227	405
Additions (subtractions) based on tax positions of the prior period	(85)	(37)
Balance, end of the period	$ 3,424	$ 3,282

GOODWILL AND INTANGIBLE ASSETS - Definite Lived Intangibles Amortization (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Amortization of intangible assets with definite lives computed on a straight-line basis
2024	$ 5,889
2025	5,830
2026	5,504
2027	5,198
2028	4,685
Thereafter	13,372
Net	$ 40,478	$ 48,173

CASH AND RESTRICTED CASH

12 Months Ended

Dec. 31, 2023

Cash and Cash Equivalents [Abstract]

CASH AND RESTRICTED CASH

Total cash, cash equivalents, restricted cash and restricted cash equivalents consist of the following (in thousands):


	December 31, 2023		December 31, 2022
Cash and cash equivalents	$	112,051	$	298,845
Restricted cash and cash equivalents	5		124
Total cash, cash equivalents, restricted cash and restricted cash equivalents	$	112,056	$	298,969

RESTRUCTURING ACTIVITIES (Details) $ in Thousands			1 Months Ended	3 Months Ended			12 Months Ended				15 Months Ended
RESTRUCTURING ACTIVITIES (Details) $ in Thousands	Apr. 06, 2023 USD ($) employee	Mar. 24, 2023 USD ($) employee	Sep. 30, 2023 USD ($) employee	Dec. 31, 2022 USD ($) employee	Jun. 30, 2022 employee	Mar. 31, 2022 USD ($) employee	Mar. 31, 2024	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jun. 30, 2024
Restructuring Cost and Reserve [Line Items]
Restructuring and severance								$ 10,118	$ 4,428	$ 53
Restructuring Reserve [Roll Forward]
Income Statement Impact								10,118	4,428	53
2022 And 2023 Reduction Action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance								8,283
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period								304
Income Statement Impact								8,283
Payments								(6,607)
Non-Cash								(1,271)
Accrued Balance, end of period				$ 304				709	304
Q3 2023 action
Restructuring Cost and Reserve [Line Items]
Number of employee positions estimated to be eliminated in workforce reduction \| employee			14
Restructuring and severance			$ 900
Restructuring Reserve [Roll Forward]
Income Statement Impact			900
Q2 2023 action
Restructuring Cost and Reserve [Line Items]
Number of employee positions estimated to be eliminated in workforce reduction \| employee	197
Restructuring and severance	$ 2,100
Restructuring Reserve [Roll Forward]
Income Statement Impact	$ 2,100
Q2 2023 action \| Forecast
Restructuring Cost and Reserve [Line Items]
Percentage of workforce eliminated							18.00%
Q1 2023 action
Restructuring Cost and Reserve [Line Items]
Number of employee positions estimated to be eliminated in workforce reduction \| employee		162
Restructuring and severance		$ 5,300
Restructuring Reserve [Roll Forward]
Income Statement Impact		5,300
Q1 2023 action \| Forecast
Restructuring Cost and Reserve [Line Items]
Percentage of workforce eliminated											13.00%
2022 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance									4,400
Number of employees eliminated in workforce reduction \| employee				50	25	75
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period						$ 0		304	0
Income Statement Impact									4,400
Payments									(3,041)
Non-Cash									(1,083)
Accrued Balance, end of period				$ 304					304	0
Employee separation payments \| Q3 2023 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance			700					683
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period								0
Income Statement Impact			700					683
Payments								(429)
Non-Cash								0
Accrued Balance, end of period				0				254	0
Employee separation payments \| Q2 2023 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance								2,063
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period								0
Income Statement Impact								2,063
Payments								(2,029)
Non-Cash								0
Accrued Balance, end of period				0				34	0
Employee separation payments \| Q1 2023 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance		4,300						4,253
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period								0
Income Statement Impact		4,300						4,253
Payments								(3,832)
Non-Cash								0
Accrued Balance, end of period				0				421	0
Employee separation payments \| 2022 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance								13	3,345
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period						0		304	0
Income Statement Impact								13	3,345
Payments								(317)	(3,041)
Non-Cash								0	0
Accrued Balance, end of period				304				0	304	0
Non-cash compensation \| Q3 2023 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance			200					205
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period								0
Income Statement Impact			$ 200					205
Payments								0
Non-Cash								(205)
Accrued Balance, end of period				0				0	0
Non-cash compensation \| Q1 2023 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance		1,000						1,066
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period								0
Income Statement Impact		$ 1,000						1,066
Payments								0
Non-Cash								(1,066)
Accrued Balance, end of period				0				0	0
Non-cash compensation \| 2022 action
Restructuring Cost and Reserve [Line Items]
Restructuring and severance									1,083
Restructuring Reserve [Roll Forward]
Accrued Balance, beginning of period						$ 0		$ 0	0
Income Statement Impact									1,083
Payments									0
Non-Cash									(1,083)
Accrued Balance, end of period				$ 0					$ 0	$ 0

COMMITMENTS (Details) - Surety bond $ in Thousands	Dec. 31, 2023 USD ($)
Commitment
Total Amounts Committed	$ 3,803
Less Than 1 year	3,803
1-3 years	0
3-5 years	0
More Than 5 years	$ 0

SHAREHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

SHAREHOLDERS' EQUITY

Basic and diluted (loss) income per share was determined based on the following share data (in thousands):


	Year Ended December 31,
	2023	2022	2021
Weighted average basic common shares	12,941	12,793	13,199
Effect of stock options	—	—	407
Effect of dilutive share awards	—	—	89

Weighted average diluted common shares	12,941	12,793	13,695

For the year ended December 31, 2023, the Company had a loss from continuing operations and, as a result, no potentially dilutive securities were included in the denominator for computing diluted loss per share, because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding was used to compute loss per share. An immaterial amount of shares related to potentially dilutive securities were excluded from the calculation of diluted loss per share for the year ended December 31, 2023 because their inclusion would have been anti-dilutive. For the year ended December 31, 2023 the weighted average shares that were anti-dilutive included options to purchase 1.2 million shares of common stock and 0.5 million restricted stock units.

For the year ended December 31, 2022, the Company had a loss from continuing operations and, as a result, no potentially dilutive securities were included in the denominator for computing diluted loss per share, because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding was used to compute loss per share. Approximately 0.2 million shares related to potentially dilutive securities were excluded from the calculation of diluted loss per share for the year ended December 31, 2022 because their inclusion would have been anti-dilutive. For the year ended December 31, 2022 the weighted average shares that were anti-dilutive included options to purchase 1.0 million shares of common stock and 0.4 million restricted stock units.

For the year ended December 31, 2021, the weighted average shares that were anti-dilutive, and therefore excluded from the calculation of diluted income per share, included options to purchase 0.9 million shares of common stock and 0.1 million restricted stock units.

The convertible notes and the warrants issued by the Company could be converted into the Company’s common stock, subject to certain contingencies. See Note 15—Debt for additional information. On January 1, 2022, the Company adopted ASU 2020-06 using the modified retrospective method. Following the adoption, the if-converted method is used for diluted net income per share calculation of our convertible notes. Prior to the adoption of ASU 2020-06 the dilutive impact of the convertible notes was calculated using the treasury stock method. See Note 2—Significant Accounting Policies for additional information.

Approximately 1.2 million shares related to the potentially dilutive shares of the Company's common stock associated with the 0.50% Convertible Senior Notes due July 15, 2025 were excluded from the calculation of diluted loss per share for the year ended December 31, 2023 because their inclusion would have been anti-dilutive. Approximately 2.1 million shares related to the potentially dilutive shares of the Company's common stock associated with the 0.50% Convertible Senior Notes due July 15, 2025 and the 0.625% Convertible Senior Notes due June 1, 2022 were excluded from the calculation of diluted loss per share for the year ended December 31, 2022 because their inclusion would have been anti-dilutive and were excluded from diluted income per share for the year ended December 31, 2021 since the conversion price of the Notes was greater than the average market price of the Company's common stock during the period. Shares of the Company's stock associated with warrants issued by the Company in 2017 and 2020 were excluded from the calculation of diluted (loss) income per share for the years ended December 31, 2023 and 2022 because their inclusion would have been anti-dilutive and were excluded for the year ended December 31, 2021 since the strike price of the warrants was greater than the average market price of the Company's common stock during the relevant periods.

In 2021, the Company implemented an employee stock purchase plan, which did not have a material impact to the calculation of diluted shares.

See Note 13—Stock-Based Compensation for a full description of outstanding equity awards.

Common Stock Repurchases

The Company has a plan authorized for the repurchase of LendingTree's common stock. The Company did not purchase shares of its common stock during the year ended December 31, 2023. During the years ended December 31, 2022 and 2021, the Company purchased 379,895 and 334,253 shares, respectively, of its common stock for aggregate consideration of $43.0 million and $40.0 million, respectively. At December 31, 2023, $96.7 million remains authorized for share repurchase.

INCOME TAXES

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

INCOME TAXES

Income Tax Provision

The components of the income tax expense (benefit) are as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Current income tax expense:
Federal	$	1,155	$	—	$	128
State	1,022		353		262
Current income tax expense	2,177		353		390
Deferred income tax (benefit) expense:
Federal	(3,383)		98,772		9,912
State	(1,309)		33,894		996
Deferred income tax (benefit) expense	(4,692)		132,666		10,908
Income tax (benefit) expense	$	(2,515)	$	133,019	$	11,298


	Year Ended December 31,
	2023		2022		2021
Federal statutory income tax	$	(26,233)	$	(11,538)	$	17,731
State income taxes, net	(2,215)		365		1,269
Excess tax deductions on non-cash compensation	6,373		4,117		(9,401)

Research and experimentation tax credit	(1,512)		(2,906)		(3,207)

Nondeductible executive compensation	2,174		2,692		3,058
Increase (decrease) in valuation allowance	17,087		139,374		595



Other, net	1,811		915		1,253
Income tax (benefit) expense	$	(2,515)	$	133,019	$	11,298

Deferred Income Taxes

The tax effects of cumulative temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are as follows (in thousands):


	December 31,
	2023		2022
Deferred tax assets:
Provision for accrued expenses	$	1,168	$	3,257
Leasing	21,263		25,213
Net operating loss carryforwards (a)	47,463		59,302
Capitalized research and experimentation	30,396		17,843
Non-cash compensation expense	28,126		30,451
Intangible assets	11,379		10,240
Interest	21,295		30,054


Equity Investment	4,561		—
Tax credits	15,385		16,174
Other	95		104
Total gross deferred tax assets	181,131		192,638
Less: valuation allowance (b)	(162,504)		(145,401)
Total deferred tax assets, net of the valuation allowance	18,627		47,237
Deferred tax liabilities:
Leasing	(18,329)		(21,445)
Property and equipment	(1,563)		(6,227)
Equity investment	—		(25,756)

Other	(826)		(592)
Total gross deferred tax liabilities	(20,718)		(54,020)
Net deferred taxes	$	(2,091)	$	(6,783)

(b)The valuation allowance is related to items for which it is “more likely than not” that the tax benefit will not be realized.

Deferred income taxes are presented in the accompanying consolidated balance sheets as follows (in thousands):


	December 31,
	2023		2022
Deferred income tax assets	$	—	$	—

Deferred income tax liabilities	(2,091)		(6,783)
Net deferred taxes	$	(2,091)	$	(6,783)

Valuation Allowance

A valuation allowance is provided on deferred tax assets if it is determined that it is “more likely than not” that the deferred tax asset will not be realized. As of each reporting date, management considers both positive and negative evidence regarding the likelihood of future realization of the deferred tax assets.

During 2023, the Company continued to maintain a full valuation allowance against its net deferred tax assets due to historical cumulative pre-tax losses and continued pre-tax losses. Management regularly reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing taxable temporary differences, and tax planning strategies. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. In determining the amount of the valuation allowance, the Company considered the scheduled reversal of deferred tax liabilities. The Company will maintain a full valuation allowance on net deferred tax assets until there is sufficient evidence to support the reversal of some or all of the allowance. Should there be a change in the valuation allowance in the future, the income tax provision would increase or decrease in the period in which the allowance is changed. At December 31, 2023 and 2022, the Company recorded a full valuation allowance of $162.5 million and $145.4 million, respectively.

A reconciliation of the beginning and ending balances of the deferred tax valuation allowance is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance, beginning of the period	$	145,401	$	6,039	$	5,802
Charges to earnings	17,103		139,362		237

Balance, end of the period	$	162,504	$	145,401	$	6,039

Unrecognized Tax Benefits

A reconciliation of the beginning and ending amounts of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands):


	Year Ended December 31,
	2023		2022
Balance, beginning of the period	$	3,282	$	2,914
Additions based on tax positions of the current period	227		405
Additions (subtractions) based on tax positions of the prior period	(85)		(37)
Balance, end of the period	$	3,424	$	3,282

Interest and, if applicable, penalties are recognized related to unrecognized tax benefits in income tax expense. Interest and penalties on unrecognized tax benefits included in income tax expense of an immaterial amount has been recognized for the tax year ended December 31, 2022. For the years ended December 31, 2023 and 2021 interest is not currently required to be recorded, as there have been no tax attributes included in income tax returns filed for those tax periods to require consideration of interest expense.

As of December 31, 2023 and 2022, the accrual for unrecognized tax benefits, including interest, was $3.4 million and $3.3 million, respectively, which would benefit the effective tax rate if recognized.

Tax Audits

LendingTree is subject to audits by federal, state and local authorities in the area of income tax. These audits include questioning the timing and the amount of deductions and the allocation of income among various tax jurisdictions. Income taxes payable include amounts considered sufficient to pay assessments that may result from examination of prior year returns; however, any amounts paid upon resolution of issues raised may differ from the amount provided. Differences between the reserves for tax contingencies and the amounts owed by the Company are recorded in the period they become known. As of December 31, 2023, the Company is subject to a federal income tax examination for the tax years 2015 through 2022. In addition, the Company is subject to state and local tax examinations for the tax years 2018 through 2022.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

FAIR VALUE MEASUREMENTS - Additional information (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Fair Value Disclosures [Abstract]
Contingent consideration liability	$ 0	$ 0

SHAREHOLDERS' EQUITY (Details) - USD ($) $ in Thousands	12 Months Ended
SHAREHOLDERS' EQUITY (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Weighted average shares outstanding:
Weighted average basic common shares (in shares)	12,941,000	12,793,000	13,199,000
Effect of stock options (in shares)	0	0	407,000
Effect of dilutive share awards (in shares)	0	0	89,000
Weighted average diluted common shares (in shares)	12,941,000	12,793,000	13,695,000
Additional disclosure
Anti-dilutive securities excluded from calculation of diluted earnings per share	0	200,000
Common Stock Repurchases
Purchase of treasury stock (in shares)	0	379,895	334,253
Value of treasury stock acquired		$ 43,009	$ 40,008
Remaining authorized repurchase amount	$ 96,700
2025 Convertible Notes
Additional disclosure
Interest rate	0.50%	0.50%	0.50%
2022 Convertible Notes
Additional disclosure
Interest rate		0.625%	0.625%
Stock Options
Additional disclosure
Anti-dilutive securities excluded from calculation of diluted earnings per share	1,200,000	1,000,000	900,000
RSUs
Additional disclosure
Anti-dilutive securities excluded from calculation of diluted earnings per share	500,000	400,000	100,000
Convertible Debt
Additional disclosure
Anti-dilutive securities excluded from calculation of diluted earnings per share	1,200,000	2,100,000	2,100,000

STOCK-BASED COMPENSATION - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
STOCK-BASED COMPENSATION
Common stock reserved for issuance (in shares)			262,731
Purchase price of common stock, percent			85.00%
Offering period			6 months
Purchase period			6 months
Shares purchased for award	64,549	30,375
Weighted average price of shares purchased (in dollars per share)	$ 19.03	$ 27.19
Cash proceeds from ESPP	$ 1,200,000	$ 800,000
Number of shares available for issuance under the ESPP	162,264	226,813
Granted (in dollars per share)	$ 8.51	$ 20.96
Expected term (in years)	6 months	6 months
Expected dividend rate	0.00%	0.00%
Expected volatility rate (percentage)	82.00%
Expected volatility, minimum (percentage)		49.00%
Expected volatility, maximum (percentage)		73.00%
Risk-free interest rate, minimum (percentage)	4.76%	0.19%
Risk-free interest rate, maximum (percentage)	5.50%	2.51%
Dividends	$ 0

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Schedule of accrued expenses and other current liabilities

Accrued expenses and other current liabilities consist of the following (in thousands):


	December 31, 2023		December 31, 2022
Accrued advertising expense	$	27,859	$	37,703
Accrued compensation and benefits	15,091		11,444
Accrued professional fees	1,101		1,393
Customer deposits and escrows	7,732		7,273
Contribution to LendingTree Foundation	—		500
Current lease liabilities	7,387		8,513
Other	11,374		8,269
Total accrued expenses and other current liabilities	$	70,544	$	75,095

SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

Revenue Recognition

Variable consideration is included in revenue if it is probable that a significant future reversal of cumulative revenue under the contract will not occur.

Our payment terms vary by customer and services offered. The term between invoicing and when payment is due is generally 30 days or less.

Cash and Cash Equivalents

Cash and cash equivalents include cash and short-term, highly liquid money market investments with original maturities of three months or less.

Restricted Cash

Cash escrowed or contractually restricted for a specific purpose is designated as restricted cash.

Accounts Receivable

Accounts receivable are stated at amounts due from customers, net of an allowance for doubtful accounts.

A reconciliation of the beginning and ending balances of the allowance for doubtful accounts is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance, beginning of the period	$	2,317	$	1,456	$	1,402
Charges to earnings	1,752		4,101		2,472
Write-off of uncollectible accounts receivable	(2,274)		(2,869)		(2,424)
Recoveries collected	56		—		6
Assets held for sale (Note 9)	371		(371)		—
Balance, end of the period	$	2,222	$	2,317	$	1,456

Segment Reporting

Property and Equipment

Depreciation is recorded on a straight-line basis to allocate the cost of depreciable assets to operations over their estimated service lives. The following table presents the estimated useful lives for each asset category:


Asset Category			Estimated Useful Lives



Computer equipment and capitalized software			1 to 5 years
Leasehold improvements			Lesser of asset life or life of lease
Furniture and other equipment			7 years
Aircraft			10 years

Hosting Arrangement that is a Service Contract

Software Development Costs

Goodwill and Indefinite-Lived Intangible Assets

At December 31, 2023, the Company performed its quarterly review of impairment triggering events for goodwill and determined that a triggering event had not occurred.

Long-Lived Assets and Intangible Assets with Definite Lives

Capitalized implementation costs incurred in a hosting arrangement that is a service contract are also allocated to and included within long-lived asset groups tested for recoverability.

At December 31, 2023 and 2022, the Company performed its review of impairment triggering events for long-lived asset groups and determined that a triggering event had not occurred.

Assets and Liabilities Held for Sale

The Company classifies assets or disposal groups to be sold as held for sale in the period in which all of the following criteria are met:

•Management, having the authority to approve the action, commits to a plan to sell the asset or disposal group;

•The asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets or disposal groups;

•An active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated;

•The asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and

•Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

Equity Investments

Fair Value Measurements

•Level 1: Observable inputs, such as quoted prices for identical assets and liabilities in active markets obtained from independent sources.

Cost of Revenue

Product Development

Advertising and Promotional Expense

Advertising and promotional costs are expensed in the period incurred (except for production costs which are initially capitalized and then recognized as expense when the advertisement first runs) and principally represent offline costs, including television, print and radio advertising, and online advertising costs, including fees paid to search engines and distribution partners. Advertising and promotional expense was $391.6 million, $647.3 million and $716.6 million for the years ended December 31, 2023, 2022 and 2021, respectively, and is included in selling and marketing expense on the consolidated statements of operations and comprehensive income (loss).

Income Taxes

Stock-Based Compensation

LendingTree recognizes as expense non-cash compensation for all stock-based awards for which vesting is considered probable. Forfeitures are recognized when they occur.

Litigation Settlements and Contingencies

Litigation settlements and contingencies consists of expenses related to actual or anticipated litigation settlements.

Accounting Estimates

Certain Risks and Concentrations

Due to the nature of the mortgage lending industry, interest rate fluctuations may negatively impact future revenue from the Company's marketplace.

For the years ended December 31, 2023 and December 31, 2022, and December 31, 2021 there were no network partners accounting for more than 10% of total revenue.

Other than a support services office in India, the Company's operations are geographically limited to and dependent upon the economic condition of the United States.

Recently Adopted Accounting Pronouncements

The cumulative effect of the changes made to the consolidated January 1, 2022 balance sheet for the adoption of ASU 2020-06 were as follows (in thousands):


	December 31, 2021		Adjustments due to ASU 2020-06		January 1, 2022
Assets:
Deferred income tax assets	$	87,581	$	23,979	$	111,560

Liabilities:
Current portion of long-term debt	$	166,008	$	3,213	$	169,221
Long-term debt	478,151		86,069		564,220

Shareholders' equity:
Additional paid-in capital	$	1,242,794	$	(109,750)	$	1,133,044
Accumulated deficit	(571,794)		44,447		(527,347)

The adoption of ASU 2020-06 did not impact our cash flows or compliance with debt covenants.

Recently Issued Accounting Pronouncements

SEGMENT INFORMATION (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Schedule of segment reporting information


	Year Ended December 31, 2023
	Home		Consumer		Insurance		Other		Total
	(in thousands)
Revenue	$	143,753	$	278,945	$	249,605	$	199	$	672,502
Segment cost of revenue and marketing expense	95,871		140,068		146,101		708		382,748
Segment profit (loss)	47,882		138,877		103,504		(509)		289,754
Cost of revenue									38,758
Brand and other marketing expense									50,840
General and administrative expense									117,700
Product development									47,197
Depreciation									19,070
Amortization of intangibles									7,694
Goodwill impairment									38,600

Restructuring and severance									10,118
Litigation settlements and contingencies									388
Operating loss									(40,611)
Interest income, net									21,685
Other expense									(105,993)
Loss before income taxes									$	(124,919)


	Year Ended December 31, 2022
	Home		Consumer		Insurance		Other		Total
	(in thousands)
Revenue	$	289,383	$	396,109	$	299,073	$	427	$	984,992
Segment cost of revenue and marketing expense	186,299		221,531		207,239		982		616,051
Segment profit (loss)	103,084		174,578		91,834		(555)		368,941
Cost of revenue									57,769
Brand and other marketing expense									86,187
General and administrative expense									152,383
Product development									55,553
Depreciation									20,095
Amortization of intangibles									25,306

Restructuring and severance									4,428
Litigation settlements and contingencies									(18)
Operating loss									(32,762)
Interest expense, net									(26,014)
Other income									3,843
Loss before income taxes									$	(54,933)


	Year Ended December 31, 2021
	Home		Consumer		Insurance		Other		Total
	(in thousands)
Revenue	$	441,738	$	329,945	$	326,153	$	663	$	1,098,499
Segment cost of revenue and marketing expense	288,386		186,448		212,689		610		688,133
Segment profit	153,352		143,497		113,464		53		410,366
Cost of revenue									57,297
Brand and other marketing expense									85,857
General and administrative expense									153,472
Product development									52,865
Depreciation									17,910
Amortization of intangibles									42,738
Change in fair value of contingent consideration									(8,249)
Restructuring and severance									53
Litigation settlements and contingencies									392
Operating income									8,031
Interest expense, net									(46,867)
Other income									123,272
Income before income taxes and discontinued operations									$	84,436

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

PROPERTY AND EQUIPMENT - Schedule of property and equipment, net (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total gross property and equipment	$ 87,308	$ 93,011
Accumulated depreciation	(36,827)	(33,851)
Total property and equipment, net	50,481	59,160
Computer equipment and capitalized software
Property, Plant and Equipment [Line Items]
Total gross property and equipment	39,421	42,710
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total gross property and equipment	32,502	33,776
Furniture and other equipment
Property, Plant and Equipment [Line Items]
Total gross property and equipment	8,853	9,635
Aircraft
Property, Plant and Equipment [Line Items]
Total gross property and equipment	2,598	2,598
Projects in progress
Property, Plant and Equipment [Line Items]
Total gross property and equipment	$ 3,934	$ 4,292

DEBT - Convertible Note Hedge and Warrant Transactions (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	Jul. 24, 2020	May 31, 2017	Dec. 31, 2023	Sep. 29, 2023	Jul. 21, 2020	May 24, 2017
Debt Instrument [Line Items]
Share price (in dollars per share)			$ 30.32	$ 15.50
2020 Warrants
Debt Instrument [Line Items]
Net proceeds from the convertible notes used to pay for the cost of the convertible note hedge	$ 63.0
Payment of convertible note hedge transactions	$ 124.2
Number of shares covered by the hedge transactions	1.2		0.6
Conversion price (in dollars per share)	$ 461.19
Exercise price (in dollars per share)	$ 709.52
Premium of warrant strike price over sales price of common stock (percentage)	100.00%
Share price (in dollars per share)					$ 354.76
Proceeds from issuance of warrants	$ 61.2
Number of shares outstanding (in shares)			0.6
2017 Warrants
Debt Instrument [Line Items]
Net proceeds from the convertible notes used to pay for the cost of the convertible note hedge		$ 18.1
Payment of convertible note hedge transactions		$ 61.5
Number of shares covered by the hedge transactions		1.4
Exercise price (in dollars per share)		$ 266.39
Premium of warrant strike price over sales price of common stock (percentage)		70.00%
Share price (in dollars per share)						$ 156.70
Proceeds from issuance of warrants		$ 43.4

LEASES

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

LEASES

The Company is a lessee to leases of corporate offices and certain office equipment. The majority of leases for corporate offices include one or more options to renew, with renewal terms ranging from two to five years. These renewal options have not been included in the calculation of right-of-use assets and lease liabilities, as the Company is not reasonably certain of the exercise of these renewal options. The Company used its incremental borrowing rate to calculate the right-of-use asset and lease liability for each lease.

As of December 31, 2023, right-of-use assets totaled $57.2 million and lease liabilities, the current portion of which is included in accrued expenses and other current liabilities in the accompanying balance sheet, totaled $82.4 million. At December 31, 2022, right-of-use assets totaled $67.1 million and lease liabilities totaled $96.7 million.


	Year Ended December 31,
	2023		2022		2021
Operating lease cost	$	9,506	$	11,862	$	13,160
Short-term lease cost	26		45		39

Total lease cost	$	9,532	$	11,907	$	13,199

Weighted average remaining lease term and discount rate for operating leases are as follows:


	December 31, 2023		December 31, 2022		December 31, 2021
Weighted average remaining lease term	11.6 years		12.1 years		12.3 years
Weighted average discount rate	5.0	%	5.0	%	5.0	%

Supplemental cash flow information related to leases is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Net cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	13,705	$	13,357	$	329
Right-of-use assets obtained in exchange for new operating lease liabilities	$	861	$	975	$	1,250

Maturities of lease liabilities as of December 31, 2023 are as follows (in thousands):


	Operating Leases
Year ending December 31, 2024	$	11,352
Year ending December 31, 2025	9,452
Year ending December 31, 2026	9,564
Year ending December 31, 2027	7,891
Year ending December 31, 2028	7,507
Thereafter	65,348
Total lease payments	111,114
Less: Interest	28,704

Present value of lease liabilities	$	82,410

LEASES


	Year Ended December 31,
	2023		2022		2021
Operating lease cost	$	9,506	$	11,862	$	13,160
Short-term lease cost	26		45		39

Total lease cost	$	9,532	$	11,907	$	13,199

Weighted average remaining lease term and discount rate for operating leases are as follows:


	December 31, 2023		December 31, 2022		December 31, 2021
Weighted average remaining lease term	11.6 years		12.1 years		12.3 years
Weighted average discount rate	5.0	%	5.0	%	5.0	%

Supplemental cash flow information related to leases is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Net cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	13,705	$	13,357	$	329
Right-of-use assets obtained in exchange for new operating lease liabilities	$	861	$	975	$	1,250

Maturities of lease liabilities as of December 31, 2023 are as follows (in thousands):


	Operating Leases
Year ending December 31, 2024	$	11,352
Year ending December 31, 2025	9,452
Year ending December 31, 2026	9,564
Year ending December 31, 2027	7,891
Year ending December 31, 2028	7,507
Thereafter	65,348
Total lease payments	111,114
Less: Interest	28,704

Present value of lease liabilities	$	82,410

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net income (loss)	$ (122,404)	$ (187,952)	$ 69,115

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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+ Details