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United States securities and exchange commission logo
June 6, 2024
Douglas Lebda
Chief Executive Officer
LendingTree, Inc.
1415 Vantage Park Dr., Suite 700
Charlotte, North Carolina 28203
Re: LendingTree, Inc.
Form 10-K for the
Fiscal Year ended December 31, 2023
Filed February 29,
2024
File No. 001-34063
Dear Douglas Lebda:
We have reviewed your May 30, 2024 response to our comment letter
and have the
following comments.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your response to this letter, we may have
additional comments. Unless
we note otherwise, any references to prior comments are to comments in
our May 3, 2024 letter.
Form 10-K for the Fiscal Year Ended December 31, 2023
Results of Operations, page 33
1. We note that in
response to prior comment one, regarding our request that you provide
disclosure to clarify
the manner by which you define user base and how the measure
compares to the number
of users that are associated with revenues for each period, you
propose to indicate
that user base reflects users with an active account.
Please further revise
your proposed disclosure to clarify the extent to which users reflected
in your measure of user
base have contributed to revenues for each period.
2. We have read your
response to prior comment two, regarding our request that you provide
meaningful and
comparative quantification of material non-financial revenue generating
metrics (e.g.
underlying revenues from match fees, click and phone transfer fees, closing
fees, approval fees,
and service and subscription fees).
Douglas Lebda
FirstName LastNameDouglas Lebda
LendingTree, Inc.
Comapany
June 6, 2024NameLendingTree, Inc.
June 6,
Page 2 2024 Page 2
FirstName LastName
You indicate that revenues associated with these metrics are unknown,
in stating that
"management does not report internally the portions of overall revenue
or revenue by
product or segment represented by the various monetization
methods...," although you do
not address the availability of the non-financial information and it
is unclear whether your
representation pertains to the revenue amounts generally, or is
limited to the portions that
such amounts would represent of various other amounts.
We see that you provide disclosure on page 40, concerning the changes
in revenues from
personal loan products and credit card products, and attribute the
changes "to a decrease in
the number of consumers completing request forms and in revenue earned
per consumer,"
and "to a decrease in the number of clicks and a decrease in revenue
earned per click."
Please clarify for us whether you are representing that you are unable
to quantify the key
metrics underlying revenues, the revenues reported based on such
metrics, or both; and
explain to us how you were able to establish correlation between the
changes in revenues
referenced on page 40 and the number of request forms and clicks.
If the non-financial metrics are available tell us how you determined
that providing this
disclosure on a comparative basis would not enhance a readers
understanding of your
results of operations, as suggested in your response, considering the
correlation with
revenues and your narratives that appear to reference this activity.
3. We note that in response to prior comment two you propose to disclose
percentage
changes in prices and volumes. For example, you state that revenue
from your mortgage
products decreased $120.8 million, or 67%, to $58.7 million in 2023
from $179.4 million
in 2022, primarily due to a 45% decrease in the number of consumers
completing request
forms and a 40% decrease in revenue earned per consumer.
However, it is unclear from your disclosure as to how much of the
$120.8 million
decrease in revenue was attributable to i) the the reduction of
consumers completing
request forms and ii) to the reduction of revenue earned per customer.
Please refer to Item
303(b)(2)(iii) of Regulation S-K, as it pertains to material changes
in revenues; this
requires that you provide disclosure to describe "the extent to which
such changes are
attributable to changes in prices or to changes in the volume or
amount of goods or
services being sold or to the introduction of new products or
services." In other words, for
each revenue category exhibiting a material change, you should report
the extent to which
the revenue variances are attributable to changes in prices and
separately, to changes in
volumes or to the introduction of new products or services.
For example, with regard to the reduction in revenues from mortgage
products, quantify
the amounts that are attributable to (i) the 45% decrease in consumers
completing request
forms and (ii) the 40% decrease in revenue per customer.
Douglas Lebda
LendingTree, Inc.
June 6, 2024
Page 3
Please contact John Cannarella at 202-551-3337 or Karl Hiller at
202-551-3686 if you
have questions regarding comments on the financial statements and related
matters.
FirstName LastNameDouglas Lebda Sincerely,
Comapany NameLendingTree, Inc.
Division of
Corporation Finance
June 6, 2024 Page 3 Office of Energy &
Transportation
FirstName LastName