EFTA01378074.pdf

F-13 Table oi c_o_ntents Nine months ended September 30, 2014 2015 (In thousands) Adjusted EBITDA: Dating 198.554 $ 185.063 Non-dating (10,533) (5.708) Total 188,021 179,355 Revenue by geography is based on where the customer is located Geographic information about revenue and long-lived assets is presented below Nine months ended September 30, 2014 2015 (In thousands) Revenue: United States 421,538 $ 517.422 All other countries 227.734 235.435 Total $ 649.272 $ 752.857 The United States is the only country whose revenue is greater than 10 percent of total revenue for the nine months ended September 30. 2014 and 2015. December 31, September 30, 2014 2015 (In thousands) Long-lived assets (excluding goodwill and intangible assets): United States $ 25.436 $ 25,656 All other countries 17,561 16,930 Total 42,997 $ 42,586 The only country, other than the United States, with greater than 10 percent of total long-lived assets (excluding goodwill and 'intangible assets), is France with $14.5 million as of both December 31, 2014 and September 30. 2015. 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 (i) amortization of intangible assets and impairments of goodwill and intangible assets and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements. 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. The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, and we believe that by excluding these items, Adjusted EBITDA corresponds more closely to the cash operating income generated from our business, from which capital investments are made and debt is serviced. Adjusted EBITDA has certain limitations in that it does not take into account the impact to the Company's statement of operations of certain expenses. F-14 Table of Cordell The following tables reconcile Adjusted EBITDA to operating income (loss) for our reportable segments and to total net earnings attributable to Match Group. Inc.'s shareholder for the nine months ended September 30. 2014 and 2015. Nine months ended September 30, 2014 Acquisition- related contingent Stock -based Amortization consideration Operating Adjusted compensation of fair value income EBITDA expense Depreciation intangibles arrangements (loss) (In thousands) Dating $ 198.554 (15,624) $ (16,401) $ (4,601) $ 13,581 $ 175,509 Non-dating (10.533) (986) (721) (2,240) (14,480) Total 188,021 $ (16,610) S (17.122) S (6,841) $ 13,581 161,029 Interest expense—related party (23.214) Other income, net 8.628 Earnings before income taxes 146,443 http:v.mv. rice.gv An:hives daW1575189,00010474691500643112226458^-talfintiI litir20139:21:17 AIM CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0075234 CONFIDENTIAL SONY GM_00221418 EFTA01378074