EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2022

Schedule of Computation of Basic and Diluted Earnings per Share

The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders:


	Three Months Ended June 30,
	2022				2021
	Basic		Diluted		Basic		Diluted

	(In thousands, except per share data)
Numerator
Net (loss) earnings from continuing operations	$	(32,365)	$	(32,365)	$	140,020	$	140,020
Net loss attributable to noncontrolling interests	507		507		366		366
Impact from subsidiaries’ dilutive securities of continuing operations	—		—		—		(388)
Interest on dilutive Exchangeable Notes, net of income tax(a)	—		—		—		4,075
Net (loss) earnings from continuing operations attributable to Match Group, Inc. shareholders	$	(31,858)	$	(31,858)	$	140,386	$	144,073

Earnings from discontinued operations, net of tax	$	—	$	—	$	509	$	509


Net earnings from discontinued operations attributable to shareholders	—		—		509		509
Net (loss) earnings attributable to Match Group, Inc. shareholders	$	(31,858)	$	(31,858)	$	140,895	$	144,582

Denominator
Weighted average basic shares outstanding	285,126		285,126		271,254		271,254
Dilutive securities(b)(c)	—		—		—		14,671
Dilutive shares from Exchangeable Notes, if-converted(a)	—		—		—		25,162
Denominator for (loss) earnings per share—weighted average shares(b)(c)	285,126		285,126		271,254		311,087

(Loss) earnings per share:
(Loss) earnings per share from continuing operations	$	(0.11)	$	(0.11)	$	0.52	$	0.46
Earnings per share from discontinued operations, net of tax	$	—	$	—	$	0.00	$	0.00
(Loss) earnings per share attributable to Match Group, Inc. shareholders	$	(0.11)	$	(0.11)	$	0.52	$	0.46


	Six Months Ended June 30,
	2022				2021
	Basic		Diluted		Basic		Diluted

	(In thousands, except per share data)
Numerator
Net earnings from continuing operations	$	148,242	$	148,242	$	313,868	$	313,868
Net loss attributable to noncontrolling interests	433		433		768		768
Impact from subsidiaries’ dilutive securities of continuing operations	—		(153)		—		(428)
Interest on dilutive Exchangeable Notes, net of income tax(a)	—		2,218		—		8,150
Net earnings from continuing operations attributable to Match Group, Inc. shareholders	$	148,675	$	150,740	$	314,636	$	322,358

Earnings from discontinued operations, net of tax	$	—	$	—	$	509	$	509


Net earnings from discontinued operations attributable to shareholders	—		—		509		509
Net earnings attributable to Match Group, Inc. shareholders	$	148,675	$	150,740	$	315,145	$	322,867

Denominator
Weighted average basic shares outstanding	284,794		284,794		269,959		269,959
Dilutive securities(b)(c)	—		5,949		—		15,735
Dilutive shares from Exchangeable Notes, if-converted(a)	—		7,955		—		25,162
Denominator for earnings per share—weighted average shares(b)(c)	284,794		298,698		269,959		310,856

Earnings per share:
Earnings per share from continuing operations	$	0.52	$	0.50	$	1.17	$	1.04
Earnings per share from discontinued operations, net of tax	$	—	$	—	$	0.00	$	0.00
Earnings per share attributable to Match Group, Inc. shareholders	$	0.52	$	0.50	$	1.17	$	1.04

______________________

(a)The Company uses the if-converted method for calculating the dilutive impact of the outstanding Exchangeable Notes. For the three months ended June 30, 2022, the 2022, 2026, and 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 0.9 million, 6.6 million, and 6.8 million shares, respectively, related to the 2022, 2026, and 2030 Exchangeable Notes are excluded from dilutive securities. For the six months ended June 30, 2022, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022 and 2026 Exchangeable Notes and dilutive shares were included for the same set of notes at the Match Group exchange rates. For the six months ended June 30, 2022, the 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 6.8 million shares related to the 2030 Exchangeable Notes are excluded from dilutive securities. For the three and six months ended June 30, 2021, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022, 2026, and 2030 Exchangeable Notes and dilutive shares were included for the same set of notes.

(b)If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options, warrants, and subsidiary

denominated equity and vesting of restricted stock units. For the three and six months ended June 30, 2022, 8.0 million and 2.6 million potentially dilutive securities, respectively, and for both the three and six months ended June 30, 2021, 0.7 million potentially dilutive securities, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.

(c)Market-based awards and performance-based restriced stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the respective reporting periods. For both the three and six months ended June 30, 2022, 1.5 million shares underlying market-based awards and PSUs, and for both the three and six months ended June 30, 2021, 1.0 million shares, underlying market-based awards and PSUs, were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met.