LendingTree, Inc. (NASDAQ:TREE) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
subsidiary of LendingTree, Inc. (the “Company”), acquired all of
the membership interests of Iron Horse Holdings, LLC, a Delaware
limited liability company, which does business under the name
CompareCards.com (“CompareCards”), to a Membership Interest
Purchase Agreement (the “Purchase Agreement”), dated November 16,
2016, by and among Buyer, CompareCards, all of the members of
CompareCards (collectively, the “Sellers”), and Christopher J.
Mettler, as the Member Representative. CompareCards operates a
leading online credit card comparison shopping, credit health and
credit education platform.
of cash consideration for the membership interests in CompareCards
at the closing of the transaction, subject to adjustment for
working capital and transaction expenses. Buyer deposited $8
million of such purchase price into an escrow account to secure the
Sellers’ indemnification obligations to the Purchase Agreement.
receive two earnout payments based on the amount of EBITDA
CompareCards generates during the periods of January 1, 2017
through December 31, 2017 and January 1, 2018 through December 31,
2018. The Sellers are eligible to receive up to $45 million in
aggregate earnout payments. The earnout payments are payable in
cash unless the parties agree to payment in a form other than cash.
purchase of CompareCards on November 16, 2016, a copy of which is
attached as Exhibit 99.1 to this report.
qualified in its entirety by reference to the full text of the
Purchase Agreement, a copy of which is included as Exhibit 2.1 to
this report.
Material Definitive Agreement” of this Current Report on Form 8-K
is incorporated herein by reference.
date this report is required to be filed.
date this report is required to be filed.
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Exhibit No.
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Exhibit Description
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2.1
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Membership Interest Purchase Agreement, dated as of
November 16, 2016, by and among LendingTree, LLC, Iron Horse Holdings, LLC, all of the members of Iron Horse Holdings, LLC, and Christopher J. Mettler.* |
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99.1
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Press release issued on November 16, 2016.
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*
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The schedules (and similar attachments) to this exhibit
have been omitted from this filing to Item 601(b)(2) of Regulation S-K. The registrant agrees to furnish a supplemental copy of any omitted schedule (or similar attachment) to the Securities and Exchange Commission upon request. |
About LendingTree, Inc. (NASDAQ:TREE)
LendingTree, Inc. (LendingTree), formerly Tree.com, Inc., is engaged in operating an online loan marketplace for consumers. The Company offers a range of loan types and other credit-based offerings for its consumers. The Company operates through Lending activities segment. The Company’s online marketplace provides consumers with access to product offerings from various lenders, which it refers to as Network Lenders, including mortgage loans, home equity, reverse mortgage, auto loans, credit cards, personal loans, student loans and small business loans, and other related offerings. It offers tools and resources, including free credit scores that facilitate comparison shopping for these loans and other credit-based offerings. It offers its products in categories, including mortgage products and non-mortgage products. Its mortgage products category includes its purchase and refinance products. The Company’s non-mortgage products include lending products and other products. LendingTree, Inc. (NASDAQ:TREE) Recent Trading Information
LendingTree, Inc. (NASDAQ:TREE) closed its last trading session up +2.95 at 105.50 with 298,811 shares trading hands.
