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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Angi Inc | NASDAQ:ANGI | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.02 | -0.79% | 2.52 | 2.51 | 2.52 | 2.565 | 2.49 | 2.54 | 569,953 | 20:27:26 |
|
|
|
ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the Quarterly Period Ended March 31, 2018
|
|
Or
|
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the transition period from__________to__________
|
|
Delaware
(State or other jurisdiction of
incorporation or organization)
|
|
82-1204801
(I.R.S. Employer
Identification No.)
|
14023 Denver West Parkway, Building 64, Golden, CO 80401
(Address of registrant's principal executive offices)
|
||
(303) 963-7200
(Registrant's telephone number, including area code)
|
Large accelerated filer
o
|
|
Accelerated filer
o
|
|
Non-accelerated filer
ý
(Do not check if a smaller
reporting company)
|
|
Smaller reporting
company
o
|
|
Emerging growth
company
ý
|
|
|
Page
Number
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
|
(In thousands, except par value amounts)
|
||||||
ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
228,744
|
|
|
$
|
221,521
|
|
Accounts receivable, net of allowance and reserves of $11,908 and $9,263, respectively
|
35,866
|
|
|
28,085
|
|
||
Other current assets
|
54,778
|
|
|
12,772
|
|
||
Total current assets
|
319,388
|
|
|
262,378
|
|
||
Property and equipment, net of accumulated depreciation and amortization of $27,888 and $24,368, respectively
|
46,971
|
|
|
53,292
|
|
||
Goodwill
|
773,809
|
|
|
770,226
|
|
||
Intangible assets, net of accumulated amortization of $52,257 and $36,289, respectively
|
313,204
|
|
|
328,571
|
|
||
Deferred income taxes
|
46,115
|
|
|
50,723
|
|
||
Other non-current assets
|
8,134
|
|
|
2,072
|
|
||
TOTAL ASSETS
|
$
|
1,507,621
|
|
|
$
|
1,467,262
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
||||
LIABILITIES:
|
|
|
|
||||
Current portion of long-term debt
|
$
|
13,750
|
|
|
$
|
13,750
|
|
Current portion of long-term debt—related party
|
—
|
|
|
816
|
|
||
Accounts payable
|
17,677
|
|
|
18,933
|
|
||
Deferred revenue
|
67,045
|
|
|
62,371
|
|
||
Accrued expenses and other current liabilities
|
70,533
|
|
|
75,171
|
|
||
Total current liabilities
|
169,005
|
|
|
171,041
|
|
||
Long-term debt, net
|
255,027
|
|
|
258,312
|
|
||
Long-term debt—related party, net
|
2,403
|
|
|
1,997
|
|
||
Deferred income taxes
|
5,298
|
|
|
5,626
|
|
||
Other long-term liabilities
|
6,923
|
|
|
5,892
|
|
||
|
|
|
|
||||
Redeemable noncontrolling interests
|
22,655
|
|
|
21,300
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
|
|
||
|
|
|
|
||||
SHAREHOLDERS' EQUITY:
|
|
|
|
||||
Class A common stock, $0.001 par value; authorized 2,000,000 shares; 63,353 and 62,818 shares issued and outstanding, respectively
|
63
|
|
|
63
|
|
||
Class B convertible common stock, $0.001 par value; authorized 1,500,000 shares; 415,885 and 415,186 shares issued and outstanding, respectively
|
416
|
|
|
415
|
|
||
Class C common stock, $0.001 par value; authorized 1,500,000 shares; no shares issued and outstanding
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
1,135,024
|
|
|
1,112,400
|
|
||
Accumulated deficit
|
(105,000
|
)
|
|
(121,764
|
)
|
||
Accumulated other comprehensive income
|
6,224
|
|
|
2,232
|
|
||
Total ANGI Homeservices Inc. shareholders' equity
|
1,036,727
|
|
|
993,346
|
|
||
Noncontrolling interests
|
9,583
|
|
|
9,748
|
|
||
Total shareholders' equity
|
1,046,310
|
|
|
1,003,094
|
|
||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$
|
1,507,621
|
|
|
$
|
1,467,262
|
|
|
Three Months Ended March 31,
|
||||||
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2018
|
|
2017
|
||||
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(In thousands, except per share data)
|
||||||
Revenue
|
$
|
255,311
|
|
|
$
|
150,745
|
|
Operating costs and expenses:
|
|
|
|
||||
Cost of revenue (exclusive of depreciation shown separately below)
|
13,595
|
|
|
6,830
|
|
||
Selling and marketing expense
|
137,932
|
|
|
95,866
|
|
||
General and administrative expense
|
76,270
|
|
|
36,722
|
|
||
Product development expense
|
15,780
|
|
|
5,576
|
|
||
Depreciation
|
6,184
|
|
|
2,996
|
|
||
Amortization of intangibles
|
16,306
|
|
|
1,367
|
|
||
Total operating costs and expenses
|
266,067
|
|
|
149,357
|
|
||
Operating (loss) income
|
(10,756
|
)
|
|
1,388
|
|
||
Interest expense—third party
|
(2,654
|
)
|
|
—
|
|
||
Interest expense—related party
|
(45
|
)
|
|
(1,592
|
)
|
||
Other income, net
|
356
|
|
|
231
|
|
||
(Loss) earnings before income taxes
|
(13,099
|
)
|
|
27
|
|
||
Income tax benefit
|
3,985
|
|
|
25,860
|
|
||
Net (loss) earnings
|
(9,114
|
)
|
|
25,887
|
|
||
Net loss attributable to noncontrolling interests
|
229
|
|
|
726
|
|
||
Net (loss) earnings attributable to ANGI Homeservices Inc. shareholders
|
$
|
(8,885
|
)
|
|
$
|
26,613
|
|
|
|
|
|
||||
Per share information attributable to ANGI Homeservices Inc. shareholders:
|
|||||||
Basic (loss) earnings per share
|
$
|
(0.02
|
)
|
|
$
|
0.06
|
|
Diluted (loss) earnings per share
|
$
|
(0.02
|
)
|
|
$
|
0.06
|
|
|
|
|
|
||||
Stock-based compensation expense by function:
|
|
|
|
||||
Cost of revenue
|
$
|
1
|
|
|
$
|
2
|
|
Selling and marketing expense
|
661
|
|
|
498
|
|
||
General and administrative expense
|
21,693
|
|
|
3,616
|
|
||
Product development expense
|
2,551
|
|
|
345
|
|
||
Total stock-based compensation expense
|
$
|
24,906
|
|
|
$
|
4,461
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Net (loss) earnings
|
$
|
(9,114
|
)
|
|
$
|
25,887
|
|
Other comprehensive income:
|
|
|
|
||||
Change in foreign currency translation adjustment
|
4,504
|
|
|
1,007
|
|
||
Total other comprehensive income
|
4,504
|
|
|
1,007
|
|
||
Comprehensive (loss) income
|
(4,610
|
)
|
|
26,894
|
|
||
Components of comprehensive loss (income) attributable to noncontrolling interests:
|
|
|
|
||||
Net loss attributable to noncontrolling interests
|
229
|
|
|
726
|
|
||
Change in foreign currency translation adjustment attributable to noncontrolling interests
|
(512
|
)
|
|
154
|
|
||
Comprehensive (income) loss attributable to noncontrolling interests
|
(283
|
)
|
|
880
|
|
||
Comprehensive (loss) income attributable to ANGI Homeservices Inc. shareholders
|
$
|
(4,893
|
)
|
|
$
|
27,774
|
|
|
|
|
|
ANGI Homeservices Inc. Shareholders' Equity
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||
|
|
|
|
Class A
Common Stock
$0.001
Par Value
|
|
Class B
Common Stock
$0.001
Par Value
|
|
Class C
Common Stock
$0.001
Par Value
|
|
|
|
|
|
|
|
Total
ANGI Homeservices Inc. Shareholders' Equity
|
|
|
|
|
|||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
Accumulated
Other
Comprehensive Income
|
|
|
|
|
Total
Shareholders'
Equity
|
|||||||||||||||||||||||||||||||||
|
Redeemable
Noncontrolling
Interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional Paid-in Capital
|
|
Accumulated Deficit
|
|
|
|
Noncontrolling
Interests
|
|
||||||||||||||||||||||||||
|
|
|
$
|
|
Shares
|
|
$
|
|
Shares
|
|
$
|
|
Shares
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
|
|
|
(In thousands)
|
|
|
||||||||||||||||||||||||||||||||||||||||||||
Balance as of December 31, 2017
|
$
|
21,300
|
|
|
|
$
|
63
|
|
|
62,818
|
|
|
$
|
415
|
|
|
415,186
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,112,400
|
|
|
$
|
(121,764
|
)
|
|
$
|
2,232
|
|
|
$
|
993,346
|
|
|
$
|
9,748
|
|
|
$
|
1,003,094
|
|
Cumulative effect of adoption of ASU No. 2014-09
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,649
|
|
|
—
|
|
|
25,649
|
|
|
—
|
|
|
25,649
|
|
||||||||||
Net loss
|
(111
|
)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,885
|
)
|
|
—
|
|
|
(8,885
|
)
|
|
(118
|
)
|
|
(9,003
|
)
|
||||||||||
Other comprehensive income
|
375
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,992
|
|
|
3,992
|
|
|
137
|
|
|
4,129
|
|
||||||||||
Stock-based compensation expense
|
410
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,496
|
|
|
—
|
|
|
—
|
|
|
24,496
|
|
|
—
|
|
|
24,496
|
|
||||||||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes
|
—
|
|
|
|
—
|
|
|
535
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,143
|
)
|
|
—
|
|
|
—
|
|
|
(1,143
|
)
|
|
—
|
|
|
(1,143
|
)
|
||||||||||
Issuance of common stock to IAC pursuant to the employee matters agreement
|
—
|
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
699
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Purchase of noncontrolling interests
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(269
|
)
|
|
(269
|
)
|
||||||||||
Adjustment of redeemable noncontrolling interests to fair value
|
643
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(643
|
)
|
|
—
|
|
|
—
|
|
|
(643
|
)
|
|
—
|
|
|
(643
|
)
|
||||||||||
Other
|
38
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(85
|
)
|
|
—
|
|
|
—
|
|
|
(85
|
)
|
|
85
|
|
|
—
|
|
||||||||||
Balance as of March 31, 2018
|
$
|
22,655
|
|
|
|
$
|
63
|
|
|
63,353
|
|
|
$
|
416
|
|
|
415,885
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,135,024
|
|
|
$
|
(105,000
|
)
|
|
$
|
6,224
|
|
|
$
|
1,036,727
|
|
|
$
|
9,583
|
|
|
$
|
1,046,310
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net (loss) earnings
|
$
|
(9,114
|
)
|
|
$
|
25,887
|
|
Adjustments to reconcile net (loss) earnings to net cash provided by operating activities:
|
|
|
|
||||
Stock-based compensation expense
|
24,906
|
|
|
4,461
|
|
||
Amortization of intangibles
|
16,306
|
|
|
1,367
|
|
||
Bad debt expense
|
9,434
|
|
|
5,899
|
|
||
Depreciation
|
6,184
|
|
|
2,996
|
|
||
Deferred income taxes
|
(4,178
|
)
|
|
2,329
|
|
||
Other adjustments, net
|
(63
|
)
|
|
55
|
|
||
Changes in assets and liabilities, net of effects of acquisitions:
|
|
|
|
||||
Accounts receivable
|
(17,650
|
)
|
|
(14,457
|
)
|
||
Other assets
|
(13,748
|
)
|
|
(10,721
|
)
|
||
Accounts payable and other liabilities
|
(5,329
|
)
|
|
14,594
|
|
||
Income taxes payable and receivable
|
162
|
|
|
(28,509
|
)
|
||
Deferred revenue
|
4,191
|
|
|
4,199
|
|
||
Net cash provided by operating activities
|
11,101
|
|
|
8,100
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Acquisitions, net of cash acquired
|
—
|
|
|
(52,365
|
)
|
||
Capital expenditures
|
(8,886
|
)
|
|
(3,747
|
)
|
||
Proceeds from sale of fixed assets
|
10,410
|
|
|
—
|
|
||
Net cash provided by (used in) investing activities
|
1,524
|
|
|
(56,112
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Principal payment on term loan
|
(3,438
|
)
|
|
—
|
|
||
Proceeds from issuance of related party debt
|
—
|
|
|
51,855
|
|
||
Principal payments on related party debt
|
(618
|
)
|
|
(2,838
|
)
|
||
Proceeds from the exercise of stock options
|
1,752
|
|
|
—
|
|
||
Withholding taxes paid on behalf of employees on net settled stock-based awards
|
(2,925
|
)
|
|
—
|
|
||
Transfers from IAC/InterActiveCorp for periods prior to the Combination
|
—
|
|
|
6,193
|
|
||
Purchase of noncontrolling interests
|
(234
|
)
|
|
(12,259
|
)
|
||
Other, net
|
39
|
|
|
—
|
|
||
Net cash (used in) provided by financing activities
|
(5,424
|
)
|
|
42,951
|
|
||
Total cash provided (used)
|
7,201
|
|
|
(5,061
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash
|
22
|
|
|
659
|
|
||
Net increase (decrease) in cash, cash equivalents, and restricted cash
|
7,223
|
|
|
(4,402
|
)
|
||
Cash, cash equivalents, and restricted cash at beginning of period
|
221,521
|
|
|
46,925
|
|
||
Cash, cash equivalents, and restricted cash at end of period
|
$
|
228,744
|
|
|
$
|
42,523
|
|
|
Three Months Ended March 31, 2018
|
||||||||||
|
Under ASC 606 (as reported)
|
|
Under ASC 605
|
|
Effect of adoption of ASU No. 2014-09
|
||||||
|
(In thousands)
|
||||||||||
Revenue by segment:
|
|
|
|
|
|
||||||
North America
|
$
|
236,026
|
|
|
$
|
236,026
|
|
|
$
|
—
|
|
Europe
|
19,285
|
|
|
19,285
|
|
|
—
|
|
|||
Total
|
$
|
255,311
|
|
|
$
|
255,311
|
|
|
$
|
—
|
|
|
Three Months Ended March 31, 2018
|
||||||||||
|
Under ASC 606 (as reported)
|
|
Under ASC 605
|
|
Effect of adoption of ASU No. 2014-09
|
||||||
|
(In thousands)
|
||||||||||
Operating expense by segment:
|
|
|
|
|
|
||||||
North America
|
$
|
241,391
|
|
|
$
|
247,431
|
|
|
$
|
(6,040
|
)
|
Europe
|
24,676
|
|
|
24,729
|
|
|
(53
|
)
|
|||
Total
|
$
|
266,067
|
|
|
$
|
272,160
|
|
|
$
|
(6,093
|
)
|
|
Three Months Ended March 31, 2018
|
||||||||||
|
Under ASC 606 (as reported)
|
|
Under ASC 605
|
|
Effect of adoption of ASU No. 2014-09
|
||||||
|
(In thousands)
|
||||||||||
Operating loss by segment:
|
|
|
|
|
|
||||||
North America
|
$
|
(5,365
|
)
|
|
$
|
(11,405
|
)
|
|
$
|
6,040
|
|
Europe
|
(5,391
|
)
|
|
(5,444
|
)
|
|
53
|
|
|||
Total
|
$
|
(10,756
|
)
|
|
$
|
(16,849
|
)
|
|
$
|
6,093
|
|
|
Three Months Ended March 31, 2018
|
||||||||||
|
Under ASC 606 (as reported)
|
|
Under ASC 605
|
|
Effect of adoption of ASU No. 2014-09
|
||||||
|
(In thousands)
|
||||||||||
Net loss
|
$
|
(9,114
|
)
|
|
$
|
(13,714
|
)
|
|
$
|
4,600
|
|
•
|
the Company has selected a software package to assist in the determination of the right of use asset and related liability as of January 1, 2019 and to provide the required information following the adoption;
|
•
|
the Company has prepared summaries of its leases for input into the software package;
|
•
|
the Company is assessing the other inputs required in connection with the adoption of ASU No. 2016-02; and
|
•
|
the Company is developing its accounting policy, procedures and controls related to the new standard.
|
|
|
Three Months Ended
March 31, 2017
|
||
|
|
(In thousands, except per share data)
|
||
Revenue
|
|
$
|
226,698
|
|
Net earnings attributable to ANGI Homeservices Inc. shareholders
|
|
$
|
16,520
|
|
Basic earnings per share attributable to ANGI Homeservices Inc. shareholders
|
|
$
|
0.04
|
|
Diluted earnings per share attributable to ANGI Homeservices Inc. shareholders
|
|
$
|
0.04
|
|
•
|
Level 1: Observable inputs obtained from independent sources, such as quoted market prices for identical assets and liabilities in active markets.
|
•
|
Level 2: Other inputs, which are observable directly or indirectly, such as quoted market prices for similar assets or liabilities in active markets, quoted market 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. The fair values of the Company's Level 2 financial assets are primarily obtained from observable market prices for identical underlying securities that may not be actively traded. Certain of these securities may have different market prices from multiple market data sources, in which case an average market price is used.
|
•
|
Level 3: Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available in the circumstances, about the assumptions market participants would use in pricing the assets or liabilities.
|
|
March 31, 2018
|
||||||||||||||
|
Quoted market
prices in active markets for identical assets (level 1) |
|
Significant
other observable inputs (level 2) |
|
Significant
unobservable inputs (level 3) |
|
Total
fair value measurements |
||||||||
|
(In thousands)
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
208,295
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
208,295
|
|
Certificates of deposit
|
—
|
|
|
4,797
|
|
|
—
|
|
|
4,797
|
|
||||
Total
|
$
|
208,295
|
|
|
$
|
4,797
|
|
|
$
|
—
|
|
|
$
|
213,092
|
|
|
December 31, 2017
|
||||||||||||||
|
Quoted market
prices in active markets for identical assets (level 1) |
|
Significant
other observable inputs (level 2) |
|
Significant
unobservable inputs (level 3) |
|
Total
fair value measurements |
||||||||
|
(In thousands)
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
189,207
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
189,207
|
|
Treasury discount notes
|
500
|
|
|
—
|
|
|
—
|
|
|
500
|
|
||||
Certificates of deposit
|
—
|
|
|
6,195
|
|
|
—
|
|
|
6,195
|
|
||||
Total
|
$
|
189,707
|
|
|
$
|
6,195
|
|
|
$
|
—
|
|
|
$
|
195,902
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||
|
Carrying value
|
|
Fair value
|
|
Carrying value
|
|
Fair value
|
||||||||
|
(In thousands)
|
||||||||||||||
Current portion of long term debt
|
$
|
(13,750
|
)
|
|
$
|
(13,836
|
)
|
|
$
|
(13,750
|
)
|
|
$
|
(13,802
|
)
|
Long-term debt, net
|
(255,027
|
)
|
|
(259,424
|
)
|
|
(258,312
|
)
|
|
(262,230
|
)
|
||||
Current portion of long-term debt—related party
|
—
|
|
|
—
|
|
|
(816
|
)
|
|
(837
|
)
|
||||
Long-term debt—related party, net
|
(2,403
|
)
|
|
(2,652
|
)
|
|
(1,997
|
)
|
|
(2,048
|
)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
|
(In thousands)
|
||||||
Term Loan due November 1, 2022
|
$
|
271,563
|
|
|
$
|
275,000
|
|
Less: current portion of Term Loan
|
13,750
|
|
|
13,750
|
|
||
Less: unamortized debt issuance costs
|
2,786
|
|
|
2,938
|
|
||
Total long-term debt, net
|
$
|
255,027
|
|
|
$
|
258,312
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Balance at January 1
|
$
|
2,232
|
|
|
$
|
(1,721
|
)
|
Other comprehensive income before reclassifications
|
3,853
|
|
|
1,161
|
|
||
Amounts reclassified to earnings
|
139
|
|
|
—
|
|
||
Net current period other comprehensive income
|
3,992
|
|
|
1,161
|
|
||
Balance at March 31
|
$
|
6,224
|
|
|
$
|
(560
|
)
|
|
Three Months Ended March 31,
|
||||||||||||||
|
2018
|
|
2017
|
||||||||||||
|
Basic
|
|
Diluted
|
|
Basic
|
|
Diluted
|
||||||||
|
(In thousands, except per share data)
|
||||||||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net (loss) earnings
|
$
|
(9,114
|
)
|
|
$
|
(9,114
|
)
|
|
$
|
25,887
|
|
|
$
|
25,887
|
|
Net loss attributable to noncontrolling interests
|
229
|
|
|
229
|
|
|
726
|
|
|
726
|
|
||||
Net (loss) earnings attributable to ANGI Homeservices Inc. shareholders
|
$
|
(8,885
|
)
|
|
$
|
(8,885
|
)
|
|
$
|
26,613
|
|
|
$
|
26,613
|
|
|
|
|
|
|
|
|
|
||||||||
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted average basic shares outstanding
|
478,309
|
|
|
478,309
|
|
|
414,754
|
|
|
414,754
|
|
||||
Dilutive securities including stock appreciation rights, stock options, RSUs and subsidiary denominated equity awards
(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Denominator for earnings per share—weighted average shares
(b)
|
478,309
|
|
|
478,309
|
|
|
414,754
|
|
|
414,754
|
|
||||
|
|
|
|
|
|
|
|
||||||||
(Loss) earnings per share attributable to ANGI Homeservices Inc. shareholders:
|
|
|
|||||||||||||
(Loss) earnings per share
|
$
|
(0.02
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
0.06
|
|
|
$
|
0.06
|
|
(a)
|
For the
three months ended
March 31, 2018
, the Company had a loss from operations and as a result, approximately
50.8 million
potentially dilutive securities were excluded from computing dilutive earnings per share because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding were used to compute diluted earnings per share amounts.
|
(b)
|
The Company computed basic and diluted earnings per share for the
three months ended
March 31, 2017
using the shares issued to IAC for the contribution of the HomeAdvisor business.
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Revenue:
|
|
|
|
||||
North America
|
$
|
236,026
|
|
|
$
|
138,072
|
|
Europe
|
19,285
|
|
|
12,673
|
|
||
Total
|
$
|
255,311
|
|
|
$
|
150,745
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Operating (Loss) Income:
|
|
|
|
||||
North America
|
$
|
(5,365
|
)
|
|
$
|
6,424
|
|
Europe
|
(5,391
|
)
|
|
(5,036
|
)
|
||
Total
|
$
|
(10,756
|
)
|
|
$
|
1,388
|
|
(a)
|
The Company’s primary financial measure is Adjusted EBITDA, which is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of amortization of intangible assets and impairments of goodwill and intangible assets, if applicable. The Company believes this measure is useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. Moreover, our management uses this measure internally to evaluate the performance of our business as a whole and our individual business segments, and this measure is one of the primary metrics on which our internal budgets are based and by which management is compensated. The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature. Adjusted EBITDA has certain limitations in that it does not take into account the impact to ANGI Homeservices Inc.'s statement of operations of certain expenses.
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
North America
|
|
|
|
||||
Marketplace:
|
|
|
|
||||
Consumer connection revenue
(b)
|
$
|
149,060
|
|
|
$
|
116,000
|
|
Membership subscription revenue
|
15,627
|
|
|
12,752
|
|
||
Other revenue
|
921
|
|
|
892
|
|
||
Marketplace revenue
|
165,608
|
|
|
129,644
|
|
||
Advertising & Other revenue
(c)
|
70,418
|
|
|
8,428
|
|
||
Total North America revenue
|
236,026
|
|
|
138,072
|
|
||
Europe
|
|
|
|
||||
Consumer connection revenue
(b)
|
14,367
|
|
|
8,465
|
|
||
Membership subscription revenue
|
4,671
|
|
|
4,006
|
|
||
Advertising and other revenue
|
247
|
|
|
202
|
|
||
Total Europe revenue
|
19,285
|
|
|
12,673
|
|
||
Total revenue
|
$
|
255,311
|
|
|
$
|
150,745
|
|
(b)
|
Fees paid by service professionals for consumer matches.
|
(c)
|
Includes Angie's List revenue from service professionals under contract for advertising and Angie's List membership subscription fees from consumers, as well as revenue from mHelpDesk, HomeStars and Felix.
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Revenue
|
|
|
|
||||
United States
|
$
|
233,475
|
|
|
$
|
137,466
|
|
All other countries
|
21,836
|
|
|
13,279
|
|
||
Total
|
$
|
255,311
|
|
|
$
|
150,745
|
|
|
March 31,
2018 |
|
December 31, 2017
|
||||
|
(In thousands)
|
||||||
Long-lived assets (excluding goodwill and intangible assets)
|
|
|
|
||||
United States
|
$
|
42,420
|
|
|
$
|
49,356
|
|
All other countries
|
4,551
|
|
|
3,936
|
|
||
Total
|
$
|
46,971
|
|
|
$
|
53,292
|
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||
|
Operating
loss |
|
Stock-based
compensation expense |
|
Depreciation
|
|
Amortization
of intangibles |
|
Adjusted
EBITDA |
||||||||||
|
(In thousands)
|
||||||||||||||||||
North America
|
$
|
(5,365
|
)
|
|
$
|
24,575
|
|
|
$
|
5,574
|
|
|
$
|
14,821
|
|
|
$
|
39,605
|
|
Europe
|
(5,391
|
)
|
|
$
|
331
|
|
|
$
|
610
|
|
|
$
|
1,485
|
|
|
$
|
(2,965
|
)
|
|
Operating loss
|
(10,756
|
)
|
|
|
|
|
|
|
|
|
|||||||||
Interest expense—third party
|
(2,654
|
)
|
|
|
|
|
|
|
|
|
|||||||||
Interest expense—related party
|
(45
|
)
|
|
|
|
|
|
|
|
|
|||||||||
Other income, net
|
356
|
|
|
|
|
|
|
|
|
|
|||||||||
Loss before income taxes
|
(13,099
|
)
|
|
|
|
|
|
|
|
|
|||||||||
Income tax benefit
|
3,985
|
|
|
|
|
|
|
|
|
|
|||||||||
Net loss
|
(9,114
|
)
|
|
|
|
|
|
|
|
|
|||||||||
Net loss attributable to noncontrolling interests
|
229
|
|
|
|
|
|
|
|
|
|
|||||||||
Net loss attributable to ANGI Homeservices Inc. shareholders
|
$
|
(8,885
|
)
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2017
|
||||||||||||||||||
|
Operating
income (loss) |
|
Stock-based
compensation expense |
|
Depreciation
|
|
Amortization
of intangibles |
|
Adjusted
EBITDA |
||||||||||
|
(In thousands)
|
||||||||||||||||||
North America
|
$
|
6,424
|
|
|
$
|
4,001
|
|
|
$
|
2,885
|
|
|
$
|
874
|
|
|
$
|
14,184
|
|
Europe
|
(5,036
|
)
|
|
$
|
460
|
|
|
$
|
111
|
|
|
$
|
493
|
|
|
$
|
(3,972
|
)
|
|
Operating income
|
1,388
|
|
|
|
|
|
|
|
|
|
|||||||||
Interest expense—related party
|
(1,592
|
)
|
|
|
|
|
|
|
|
|
|||||||||
Other income, net
|
231
|
|
|
|
|
|
|
|
|
|
|||||||||
Earnings before income taxes
|
27
|
|
|
|
|
|
|
|
|
|
|||||||||
Income tax benefit
|
25,860
|
|
|
|
|
|
|
|
|
|
|||||||||
Net earnings
|
25,887
|
|
|
|
|
|
|
|
|
|
|||||||||
Net loss attributable to noncontrolling interests
|
726
|
|
|
|
|
|
|
|
|
|
|||||||||
Net earnings attributable to ANGI Homeservices Inc. shareholders
|
$
|
26,613
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, 2018
|
||
|
|
(In thousands)
|
||
Integration related costs
|
|
$
|
2,504
|
|
Stock-based compensation expense
|
|
19,106
|
|
|
Total
|
|
$
|
21,610
|
|
|
|
Three Months Ended
March 31, 2018
|
||
|
|
(In thousands)
|
||
Accrual as of January 1
|
|
$
|
8,480
|
|
Charges incurred
|
|
2,504
|
|
|
Payments made
|
|
(8,214
|
)
|
|
Accrual as of March 31
|
|
$
|
2,770
|
|
|
Three Months Ended March 31, 2018
|
||||||||||
|
Integration Related Costs
|
|
Stock-based Compensation Expense
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
Cost of revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Selling and marketing expense
|
—
|
|
|
410
|
|
|
410
|
|
|||
General and administrative expense
|
2,504
|
|
|
16,704
|
|
|
19,208
|
|
|||
Product development expense
|
—
|
|
|
1,992
|
|
|
1,992
|
|
|||
Total
|
$
|
2,504
|
|
|
$
|
19,106
|
|
|
$
|
21,610
|
|
•
|
Marketplace Revenue
includes revenue from the HomeAdvisor domestic marketplace service, including consumer connection revenue for consumer matches and membership subscription revenue from service professionals. It excludes other operating subsidiaries within the North America segment.
|
•
|
Advertising & Other
Revenue
includes Angie’s List revenue (revenue from service professionals under contract for advertising and membership subscription fees from consumers) as well as revenue from mHelpDesk, HomeStars and Felix.
|
•
|
Marketplace Service Requests
are fully completed and submitted domestic customer service requests to HomeAdvisor.
|
•
|
Marketplace Paying Service Professionals (“Marketplace Paying SPs”)
are the number of HomeAdvisor domestic service professionals that had an active subscription and/or paid for consumer matches in the last month of the period.
|
•
|
Advertising Service Professionals
are the total number of Angie’s List service professionals under contract for advertising at the end of the period.
|
•
|
Cost of revenue -
consists primarily of traffic acquisition costs, credit card processing fees, costs associated with publishing and distributing the
Angie's List Magazine
and hosting fees. Traffic acquisition costs include amounts based on revenue share arrangements.
|
•
|
Selling and marketing expense
- consists primarily of advertising expenditures, which include online marketing, including fees paid to search engines, offline marketing, which is primarily television advertising, and partner-related payments to those who direct traffic to our brands, compensation (including stock-based compensation expense) and other employee-related costs for personnel engaged in selling and marketing and sales support and software license and maintenance costs.
|
•
|
General and administrative expense
- consists primarily of compensation (including stock-based compensation expense) and other employee-related costs for personnel engaged in executive management, finance, legal, tax, human resources and customer service functions, fees for professional services, bad debt expense, facilities costs and software license and maintenance costs. Our customer service function includes personnel who operate our call centers and provide support to our service professionals and consumers.
|
•
|
Product development expense
- consists primarily of compensation (including stock-based compensation expense) and other employee-related costs that are not capitalized for personnel engaged in the design, development, testing and enhancement of product offerings and related technology and software license and maintenance costs.
|
|
Three Months Ended March 31,
|
||||||||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
||||||
|
(Amounts in thousands)
|
||||||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||
Marketplace:
|
|
|
|
|
|
|
|
||||||
Consumer connection revenue
|
$
|
149,060
|
|
|
$
|
33,060
|
|
|
29%
|
|
$
|
116,000
|
|
Membership subscription revenue
|
15,627
|
|
|
2,875
|
|
|
23%
|
|
12,752
|
|
|||
Other revenue
|
921
|
|
|
29
|
|
|
3%
|
|
892
|
|
|||
Total Marketplace Revenue
|
165,608
|
|
|
35,964
|
|
|
28%
|
|
129,644
|
|
|||
Advertising & Other Revenue
|
70,418
|
|
|
61,990
|
|
|
736%
|
|
8,428
|
|
|||
North America
|
236,026
|
|
|
97,954
|
|
|
71%
|
|
138,072
|
|
|||
Europe
|
19,285
|
|
|
6,612
|
|
|
52%
|
|
12,673
|
|
|||
Total Revenue
|
$
|
255,311
|
|
|
$
|
104,566
|
|
|
69%
|
|
$
|
150,745
|
|
|
|
|
|
|
|
|
|
||||||
Percentage of Total Revenue:
|
|
|
|
|
|
|
|
||||||
North America
|
92
|
%
|
|
|
|
|
|
92
|
%
|
||||
Europe
|
8
|
%
|
|
|
|
|
|
8
|
%
|
||||
Total Revenue
|
100
|
%
|
|
|
|
|
|
100
|
%
|
||||
|
|
|
|
|
|
|
|
||||||
Operating metrics:
|
|
|
|
|
|
|
|
||||||
Marketplace Service Requests
|
5,031
|
|
|
1,375
|
|
|
38%
|
|
3,656
|
|
|||
Marketplace Paying SPs
|
194
|
|
|
38
|
|
|
24%
|
|
156
|
|
|||
Advertising Service Professionals
|
41
|
|
|
NA
|
|
NA
|
|
NA
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Cost of revenue (exclusive of depreciation shown separately below)
|
$13,595
|
|
$6,765
|
|
99%
|
|
$6,830
|
Percentage of revenue
|
5%
|
|
|
|
|
|
5%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Selling and marketing expense
|
$137,932
|
|
$42,066
|
|
44%
|
|
$95,866
|
Percentage of revenue
|
54%
|
|
|
|
|
|
64%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
General and administrative expense
|
$76,270
|
|
$39,548
|
|
108%
|
|
$36,722
|
Percentage of revenue
|
30%
|
|
|
|
|
|
24%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Product development expense
|
$15,780
|
|
$10,204
|
|
183%
|
|
$5,576
|
Percentage of revenue
|
6%
|
|
|
|
|
|
4%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Depreciation
|
$6,184
|
|
$3,188
|
|
106%
|
|
$2,996
|
Percentage of revenue
|
2%
|
|
|
|
|
|
2%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Operating (loss) income
|
$(10,756)
|
|
$(12,144)
|
|
NM
|
|
$1,388
|
Percentage of revenue
|
(4)%
|
|
|
|
|
|
1%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Adjusted EBITDA
|
$36,640
|
|
$26,428
|
|
259%
|
|
$10,212
|
Percentage of revenue
|
14%
|
|
|
|
|
|
7%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Interest expense—third party
|
$2,654
|
|
$2,654
|
|
NA
|
|
$—
|
Interest expense—related party
|
45
|
|
(1,547)
|
|
(97)%
|
|
1,592
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Other income, net
|
$356
|
|
$125
|
|
54%
|
|
$231
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Income tax benefit
|
$3,985
|
|
$(21,875)
|
|
(85)%
|
|
$25,860
|
Effective income tax rate
|
30%
|
|
|
|
|
|
NM
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
$ Change
|
|
% Change
|
|
2017
|
|
(Dollars in thousands)
|
||||||
Net loss attributable to noncontrolling interests
|
$229
|
|
$(497)
|
|
(68)%
|
|
$726
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
|
|
(In thousands)
|
||||||
Cash and cash equivalents:
|
|
|
|
|
||||
United States
|
|
$
|
222,162
|
|
|
$
|
214,803
|
|
All other countries
(a)
|
|
6,582
|
|
|
6,718
|
|
||
Total cash and cash equivalents
|
|
$
|
228,744
|
|
|
$
|
221,521
|
|
|
|
|
|
|
||||
Long-term debt—third party
|
|
|
|
|
||||
Term Loan due November 1, 2022
|
|
$
|
271,563
|
|
|
$
|
275,000
|
|
Less: current portion of Term Loan
|
|
13,750
|
|
|
13,750
|
|
||
Less: unamortized debt issuance costs
|
|
2,786
|
|
|
2,938
|
|
||
Total long-term debt—third party, net
|
|
$
|
255,027
|
|
|
$
|
258,312
|
|
|
|
|
|
|
||||
Long-term debt—related party
|
|
|
|
|
||||
Other
|
|
2,403
|
|
|
2,813
|
|
||
Less: current portion of long-term debt
—
related party
|
|
—
|
|
|
816
|
|
||
Total long-term debt—related party, net
|
|
$
|
2,403
|
|
|
$
|
1,997
|
|
(a)
|
If needed for U.S. operations, the cash and cash equivalents held by the Company's foreign subsidiaries could be repatriated without significant tax consequences.
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Net cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
11,101
|
|
|
$
|
8,100
|
|
Investing activities
|
1,524
|
|
|
(56,112
|
)
|
||
Financing activities
|
(5,424
|
)
|
|
42,951
|
|
Exhibit Number
|
|
Description
|
|
Location
|
|
3.1
|
|
|
Amended and Restated Certificate of Incorporation of ANGI Homeservices Inc.
|
|
|
3.2
|
|
|
Amended and Restated Bylaws of ANGI Homeservices Inc.
|
|
|
|
|
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)
|
|
|
|
|
|
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)
|
|
|
|
|
|
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
|
|
|
|
|
|
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
|
|
|
|
101.INS
|
|
|
XBRL Instance (1)
|
|
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema (1)
|
|
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation (1)
|
|
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition (1)
|
|
|
101.LAB
|
|
|
XBRL Taxonomy Extension Labels (1)
|
|
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation (1)
|
|
|
(1)
|
Filed herewith.
|
(2)
|
Furnished herewith.
|
Dated:
|
May 10, 2018
|
|
|
|
|
|
ANGI Homeservices Inc.
|
||
|
|
|
|
|
|
|
By:
|
|
/s/ GLENN H. SCHIFFMAN
|
|
|
|
|
Glenn H. Schiffman
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
Signature
|
Title
|
|
Date
|
|
|
|
|
/s/ GLENN H. SCHIFFMAN
|
Chief Financial Officer
|
|
May 10, 2018
|
Glenn H. Schiffman
|
|
|
|
1 Year Angi Chart |
1 Month Angi Chart |
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