EFTA01378018.pdf

Years ended December 31, 2012 2013 % change (dollars in thousands) Cost of revenue $ 72.794 $ 85,945 18.1% Percentage of revenue 10.2% 10.7% Cost of revenue increased $13.2 million, or 18.1%, in 2013 versus 2012, driven primarily by an increase of $6.1 million in content acquisition costs from Tutor.com (now The Princeton Review). which was not included in the fun prior year period and $5.1 million from acquisitions at Dating. Selling and marketing expense Years ended December 31, 2012 2013 % change (dollars In thousands) Selling and marketing expense $ 304,597 $ 321,870 5.7% Percentage of revenue 42.7% 40.1% Selling and marketing expense increased $17.3 million, or 5.7%. in 2013 versus 2012, driven primarily by an increase of $10.5 million in advertising spend and an increase in compensation. The increase in compensation was primarily due to increased headcount at Meetic and acquisitions. General and administrative expense Years ended December 31, 2012 2013 % change (dollars In thousands) General and administrative expense $ 76,711 $ 93,641 22.1% Percentage of revenue 10.8% 11.7% General and administrative expense increased $16.9 million, or 22.1%. in 2013 versus 2012. driven primarily by $10.9 million from acquisitions, an increase in compensation at Dating. resulting from an increase in headcount. and an increase in professional fees due, in part, to transaction fees related to the tender offer by the Company in the fourth quarter of 2013 for the remaining 12.5% of Meetic that it did not already own. 81 TableoLContentri Product development expense Years ended December 31, 2012 2013 % change (dollars in thousands) Product development expense $ 38,921 $ 42,973 10.4% Percentage of revenue 5.5% 5.4% Product development expense increased $4.1 million, or 10.4%, in 2013 versus 2012, driven primarily by acquisitions. Depreciation Years ended December 31, 2012 2013 % change (dollars in thousands) Depredation $ 16,341 $ 20,202 23.6% Percentage of revenue 2.3% 2.5% Depreciation increased by $3.9 million, or 23.6%, in 2013 versus 2012. driven primarily by capital expenditures and acquisitions, partially offset by certain fixed assets becoming fully depreciated. Adjusted EBITDA Adjusted EBITDA is a non-GAAP measure and is defined in "Principles of financial reporting." Refer to Note 9 to the combined audited financial statements for reconciliations of Adjusted EBITDA to operating income and net earnings attributable to Match Group, Inc.'s shareholder. Years ended December 31, 2012 2013 % change (dollars In thousands) http. 9.9,9,:tec.gtw An:hives edgat data 15751891X)0104746915008.431 922264511/9-tahintil I 9'.059:27:17 ANfj CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0075178 CONFIDENTIAL SDNY_GM_00221362 EFTA01378018