IAC 10-K Annual Report Dec. 31, 2020 | Alphaminr
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IAC 10-K Fiscal year ended Dec. 31, 2020

Balance Sheet
Cash Flow
Income Statement
Debt
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Consolidated and Combined Financial Statements and Supplementary DataNote 1 OrganizationNote 2 Summary Of Significant Accounting PoliciesNote 3 Income TaxesNote 4 Business CombinationNote 5 Goodwill and Intangible AssetsNote 6 Financial Instruments and Fair Value MeasurementsNote 7 Long-term DebtNote 8 Shareholders' EquityNote 9 Accumulated Other Comprehensive LossNote 10 Earnings Per ShareNote 11 Stock-based CompensationNote 12 Segment InformationNote 13 LeasesNote 14 Commitments and ContingenciesNote 15 Related Party TransactionsNote 16 Benefit PlansNote 17 Financial Statement DetailsNote 18 Quarterly Results (unaudited)Note 19 Subsequent EventsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.1 Agreement and Plan of Merger, dated as of May1, 2017, as amended by Amendment No.1 to the Agreement and Plan of Merger, dated as of August26, 2017, by and among Angies List,Inc.,IAC/InterActiveCorp, ANGI Homeservices Inc. and Casa Merger Sub,Inc. Annex B to the Proxy Statement/Prospectus filed on August 30, 2017 by ANGI Homeservices Inc. pursuant to Rule 424(b)(3) of the Securities Act of 1933, as amended. 2.3 Amendment No. 1, dated April 28, 2020, to the Transaction Agreement, dated as of December 19, 2019, by and among Old IAC, IAC/InterActiveCorp, Valentine Merger Sub LLC and Match Group, Inc. Filed as Exhibit 2.1 to Old IACs Current Report on Form 8-K, filed on April 28, 2020. 2.4 Amendment No. 2, dated June 22, 2020, to the Transaction Agreement, dated as of December 19, 2019, by and among Old IAC, IAC/InterActiveCorp, Valentine Merger Sub LLC and Match Group, Inc. Filed as Exhibit 2.1 to Old IACs Current Report on Form 8-K, filed on June 22, 2020. 2.5 Agreement and Plan or Merger by and among IAC/InterActiveCorp, Buzz Merger Sub Inc. and Care.com, Inc., dated December 20, 2019. Filed as Exhibit 2.1 to Old IACs Current Report on Form 8-K, filed on December 23, 2019. 3.1 Restated Certificate of Incorporation of IAC/InterActiveCorp, dated as of June 30, 2020. Filed as Exhibit 3.1(c) to IAC/InterActiveCorps Current Report on Form 8-K filed on July 2, 2020. 3.2 Amended and Restated By-laws of IAC/InterActiveCorp, dated as of June 30, 2020. Filed as Exhibit 3.3 to IAC/InterActiveCorps Current Report on Form 8-K,filed on July 2, 2020. 3.3 Certificate of Designations of Series A Cumulative Preferred Stock of IAC/InterActiveCorp, dated as of June 30, 2020. Filed as Exhibit 3.2 to IAC/InterActiveCorps Current Report on Form 8-K filed on July 2, 2020. 4.1 Description of IAC/InterActiveCorp Capital Stock.(1) 4.2 Indenture, dated as of August 20, 2020, among ANGI Group, LLC, the guarantors party thereto and Computershare Trust Company, N.A., as trustee. Filed as Exhibit 4.1 to ANGI Homeservices Inc.s Current Report on Form 8-K filed on August 20, 2020. 10.1 Amended and Restated Governance Agreement, dated as of August 9, 2005, among IAC/InterActiveCorp, Liberty Media Corporation and Barry Diller. Filed as Exhibit 10.1 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2005. 10.2 Letter Agreement, dated as of December 1, 2010, by and among IAC/InterActiveCorp, Liberty Media Corporation, Liberty USA Holdings, LLC and Barry Diller. Filed as Exhibit 10.1 to Old IACs Current Report on Form 8-K, filed on December 6, 2010. 10.3 Letter Agreement, dated as of December 1, 2010, by and between IAC/InterActiveCorp and Barry Diller. Filed as Exhibit 10.2 to Old IACs Current Report on Form 8-K, filed on December 6, 2010. 10.4 IAC/InterActiveCorp 2018 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.1 to Old IACs Current Report on Form 8-K, filed on June 29, 2018. 10.5 Form of Terms and Conditions for Stock Options granted under the IAC/InterActiveCorp 2018 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.5 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2018. 10.6 Form of Terms and Conditions for Restricted Stock Units granted under the IAC/InterActiveCorp 2018 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.6 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2018. 10.7 Form of Notice and Terms and Conditions for 2020 Five- Year Restricted Stock Unit Awards.(1)(2) 10.8 IAC/InterActiveCorp 2013 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.1 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2013. 10.9 Form of Terms and Conditions for Stock Options granted under the IAC/InterActiveCorp 2013 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.6 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2013. 10.10 Form of Terms and Conditions for Restricted Stock Units granted under the IAC/InterActiveCorp 2013 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.7 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2013. 10.12 Form of Terms and Conditions for Stock Options granted under the IAC/InterActiveCorp 2008 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.7 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2008. 10.13 Form of Terms and Conditions for Restricted Stock Units granted under the IAC/InterActiveCorp 2008 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.7 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2012. 10.14 IAC/InterActiveCorp 2005 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.8 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 2008. 10.15 Form of Terms and Conditions for Stock Options granted under the IAC/InterActiveCorp 2005 Stock and Annual Incentive Plan.(2) Filed as Exhibit 10.1 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2008. 10.16 Summary of IAC/InterActiveCorp Non-Employee Director Compensation Arrangements.(1)(2) 10.17 2011 IAC/InterActiveCorp Deferred Compensation Plan for Non-Employee Directors.(2) Filed as Exhibit 10.1 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2011. 10.18 Equity and Bonus Compensation Arrangement, dated as of August 24, 1995, between Barry Diller and the Registrant.(2) Filed as Exhibit 10.26 to Old IACs Annual Report on Form 10-K for the fiscal year ended December 31, 1996. 10.19 Employment Agreement between Joseph Levin and IAC/InterActiveCorp, dated as of November 5, 2020.(2) Filed as Exhibit 10.1 to IAC/InterActiveCorps Current Report on Form 8-K, filed on November 6, 2020. 10.20 Restricted Stock Award Agreement between Joseph Levin and IAC/InterActiveCorp, dated as of November 5, 2020.(2) Filed as Exhibit 10.2 to IAC/InterActiveCorps Current Report on Form 8-K, filed on November 6, 2020. 10.21 Second Amended and Restated Employment Agreement between Victor A. Kaufman and IAC/InterActiveCorp, dated as of March 15,2012.(2) Filed as Exhibit 10.1 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2012. 10.22 Employment Agreement between Glenn H. Schiffman and IAC/InterActiveCorp, dated as of April 7, 2016.(2) Filed as Exhibit 10.2 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2016. 10.23 Employment Agreement between Mark Stein and IAC/InterActiveCorp, dated as of June 28, 2018.(2) Filed as Exhibit 10.2 to Old IACs Current Report on Form 8-K, filed on June 29, 2018. 10.24 Employment Agreement between Gregg Winiarski and IAC/InterActiveCorp, dated as of February26, 2010.(2) Filed as Exhibit 10.2 to Old IACs Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2010. 10.25 Employment Agreement between Kendall Handler and IAC/InterActiveCorp, dated as of December 31, 2020.(1)(2) 10.26 Google Services Agreement, dated as of October 26, 2015, between the Registrant and Google Inc.(1)(3)(4) 10.27 Amendment No. 3 to Google Services Agreement, dated as of February 11, 2019 (with an effective date of April 1, 2020), between the Registrant and Google LLC.(1)(3)(4) 10.28 Amended and Restated Credit Agreement, dated as of November5, 2018, by and among ANGI Homeservices Inc., the Lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. Filed as Exhibit 10.2 to Old IACs Current Report on Form 8-K, filed on November 9, 2018. 10.29 Amended and Restated Employee Matters Agreement, dated as of June 30, 2020, by and between IAC/InterActiveCorp and Match Group, Inc. Filed as Exhibit 10.3 to IAC/InterActiveCorps Current Report on Form 8-K, filed on July 2, 2020. 10.30 Tax Matters Agreement, dated as of June 30, 2020, by and between IAC/InterActiveCorp and Match Group, Inc. Filed as Exhibit 10.2 to IAC/InterActiveCorps Current Report on Form 8-K, filed on July 2, 2020. 10.31 Transition Services Agreement, dated as of June 30, 2020, by and between IAC/InterActiveCorp and Match Group, Inc. Filed as Exhibit 10.1 to IAC/InterActiveCorps Current Report on Form 8-K, filed on July 2, 2020. 10.32 Contribution Agreement, dated as of September 29, 2017, by and between IAC/InterActiveCorp and ANGI Homeservices Inc. Filed as Exhibit 2.1 to Old IACs Current Report on Form 8-K, filed on October 2, 2017. 10.33 Employee Matters Agreement, dated as of September 29, 2017, by and between IAC/InterActiveCorp and ANGI Homeservices Inc. Filed as Exhibit 2.5 to Old IACs Current Report on Form 8-K, filed on October 2, 2017. 10.34 Investor Rights Agreement, dated as of September 29, 2017, by and between IAC/InterActiveCorp and ANGI Homeservices Inc. Filed as Exhibit 2.2 to Old IACs Current Report on Form 8-K, filed on October 2, 2017. 10.35 Tax Sharing Agreement, dated as of September 29, 2017, by and between IAC/InterActiveCorp and ANGI Homeservices Inc. Filed as Exhibit 2.4 to Old IACs Current Report on Form 8-K, filed on October 2, 2017. 10.36 Services Agreement, dated as of September 29, 2017, by and between IAC/InterActiveCorp and ANGI Homeservices Inc. Filed as Exhibit 2.3 to Old IACs Current Report on Form 8-K, filed on October 2, 2017. 21.1 Subsidiaries of the Registrant as of December31, 2020.(1) 23.1 Consent of Ernst& YoungLLP.(1) 31.1 Certification of the Chairman and Senior Executive pursuant to Rule13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002.(1) 31.2 Certification of the Chief Executive Officer pursuant to Rule13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002.(1) 31.3 Certification of the Chief Financial Officer pursuant to Rule13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002.(1) 32.1 Certification of the Chairman and Senior Executive pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.(5) 32.2 Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.(5) 32.3 Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.(5) 99.1 Voting Agreement, dated as of November 5, 2020, by and among Barry Diller, The Arrow 1999 Trust, dated September 16, 1999, as amended, The AVF Trust U/A/D February 17, 2016, The TVF Trust U/A/D February 17, 2016, The TALT Trust U/A/D February 17, 2016, and Joseph M. Levin. Filed as Exhibit 99.1 to IAC/InterActiveCorps Current Report on Form 8-K, filed on November 6, 2020.