CHARLOTTE, N.C., Aug. 5, 2014 /PRNewswire/ -- Tree.com, Inc. (NASDAQ: TREE), operator of LendingTree.com, the nation's leading online source for competitive loan offers, today announced results for its fiscal second quarter ended June 30, 2014.

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"The second quarter was another solid one for Tree.com, as we produced record revenue and exceeded our guidance on variable marketing margin and adjusted EBITDA," said Doug Lebda, Chairman & CEO of Tree.com. "We out-performed the overall mortgage market and continued to scale our non-mortgage revenues, reflecting continued diversification into other highly relevant, loan and credit-based categories. And while we're delighted with our financial performance this quarter, we're even more excited about the transformation under way at LendingTree."

"In the second quarter, we launched the new My LendingTree, a platform that combines personalization and comparison shopping, while providing free credit scores, monthly updates, credit score analysis and an in-depth view of a consumer's credit profile. With the launch of My LendingTree, coupled with the proliferation of new lending platforms and sources of capital in multiple categories, we're uniquely positioned to not only empower consumers, but also to increase the lifetime value of these relationships."

Second Quarter 2014 Business Highlights


    --  Record revenue from mortgage products was up 5% in the second quarter
        over the same period last year, while total mortgage market originations
        are estimated to have fallen by 45% during this time, according to a
        survey of industry data.
    --  LendingTree's purchase mortgage offering continued strong year-over-year
        results, with revenues up 70% over the same period in 2013, benefiting
        in part from new local-based initiatives.
    --  Record revenue from non-mortgage products of $7.5 million in the second
        quarter reflects an increase of 105% over the second quarter 2013,
        benefiting from growth in a number of lending categories, particularly
        our personal loan and auto offerings.


                                                                       Tree.com Selected Financial Metrics

                                                                     (In millions, except per share amounts)
                                                                      --------------------------------------


                                                                                                                        Q/Q                                           Y/Y

                                                   Q2 2014         Q1 2014                   % Change                            Q2 2013        % Change
                                                   -------         -------                   --------                            -------        --------

    Revenue by Product

    Mortgage Products (1)                                    $34.7                                             $34.2                         1%                               $33.1      5%

    Non-Mortgage Products (2)                            7.5                            5.8                                  29%                               3.7              105%

    Corporate                                              -                             -                           NM                                 0.6        NM

    Total Revenue                                            $42.1                                             $40.0                         5%                               $37.4     13%

    Non-Mortgage % of Total                              18%                           14%                                                                   10%


    Selling and Marketing Expense

    Exchanges Marketing Expense (3)                          $26.4                                             $24.8                         6%                               $23.7     11%

    Other Marketing                                      2.6                            2.6                                 (3)%                               2.7              (3)%
                                                         ---                            ---                                                                    ---

    Selling and Marketing Expense                            $29.0                                             $27.4                         6%                               $26.4     10%


    Variable Marketing Margin (4)                            $15.8                                             $15.2                         3%                               $13.7     15%

    Variable Marketing Margin % of Revenue               37%                           38%                                                                   37%


    Net Income (Loss) from Continuing Operations              $2.7                                            $(5.8)                     NM                            $(2.0)        NM

    Net Income (Loss) from Cont. Ops. % of Revenue        6%                         (15)%                                                                  (5)%


    Net Income (Loss) per Share from Cont. Ops.

    Basic                                                    $0.24                                           $(0.52)                     NM                           $(0.18)        NM

    Diluted                                                  $0.23                                           $(0.52)                     NM                           $(0.18)        NM


    Adjusted EBITDA (5)                                       $5.5                                              $4.5                        23%                                $3.4     64%

    Adjusted EBITDA % of Revenue (5)                     13%                           11%                                                                    9%


    Adjusted Net Income (5)                                   $4.6                                              $3.7                        25%                                $2.5     88%


    Adjusted Net Income per Share (5)                        $0.39                                             $0.31                        26%                               $0.21     87%


    (1)           Includes the purchase
                  mortgage, refinance mortgage
                  and rate table products.

                 Includes the home equity,
                  reverse mortgage, personal
                  loan, auto, education, home
                  services, insurance and
    (2)           personal credit products.

                 Defined as the portion of
                  selling and marketing expense
                  attributable to variable
                  costs paid for advertising,
                  direct marketing and related
                  expenses, which excludes
                  overhead, fixed costs and
    (3)           personnel-related expenses.

    (4)           Defined as revenue minus
                  Exchanges marketing expense
                  and is considered an
                  operating metric.

                 Adjusted EBITDA, adjusted
                  EBITDA % of revenue, adjusted
                  net income and adjusted net
                  income per share are non-
                  GAAP measures.  Please see
                  "Tree.com's Reconciliation of
                  Non-GAAP Measures to GAAP"
                  and "Tree.com's Principles of
                  Financial Reporting" below
    (5)           for more information.

Second Quarter 2014 Financial and Operating Highlights


    --  Second quarter 2014 revenue of $42.1 million represents a record result
        and was within our previous guidance. This result represents an increase
        of $4.7 million, or 13%, over revenue in the second quarter 2013.
    --  Variable marketing margin of $15.8 million in the second quarter 2014
        exceeded previous guidance and represents an increase of $2.1 million,
        or 15%, over second quarter 2013.
    --  Adjusted EBITDA of $5.5 million exceeded previous guidance and reflects
        an increase of $2.2 million, or 64%, over second quarter 2013.
    --  Working capital was $63.1 million at June 30, 2014. Working capital is
        calculated as current assets (including unrestricted and restricted
        cash) minus current liabilities (including loan loss reserves).
    --  During the quarter, the Company purchased a total of 59,200 shares of
        its stock for approximately $1.5 million.

Business Outlook - 2014

Tree.com is providing revenue, variable marketing margin and Adjusted EBITDA guidance for the third quarter 2014 and full year 2014, as follows:

For Q3 2014:


    --  Tree.com anticipates revenue to grow by 8% to 13% over third quarter
        2013 revenue of $37.3 million
    --  Variable Marketing Margin is anticipated to be in the range of $16.0 -
        $17.0 million
    --  Adjusted EBITDA is anticipated to be in the range of $5.0 - $6.0 million
    --  For full year 2014, we continue to anticipate:
    --  Revenue to grow by 15% - 18% over full year 2013,
    --  Variable Marketing Margin to be in the range of $62 - $66 million
    --  Adjusted EBITDA to be in the range of $20 - $21 million

Quarterly Conference Call

A conference call to discuss Tree's second quarter 2014 financial results will be webcast live tomorrow, August 6, 2014 at 4:30 PM Eastern Time (ET). The live audiocast is open to the public and will be available on Tree's investor relations website at http://investor-relations.tree.com/. The call may also be accessed toll-free via phone at (877) 606-1416. Callers outside the United States and Canada may dial (707) 287-9313. Following completion of the call, a recorded replay of the webcast will be available on Tree's investor relations website until 11:59 PM ET on Monday August 11, 2014. To listen to the telephone replay, call toll-free (855) 859-2056 with passcode #78803003. Callers outside the United States may dial (404) 537-3406 with passcode #78803003.

Historical View of Selected Financial Metrics

In addition to Tree.com's selected financial metrics provided above, below is a presentation of additional historical periods, reflecting the adjusted definition of Mortgage Products to include Rate Table revenues, implemented in Q1 2014.




                                                                                                       Tree.com Selected Financial Metrics

                                                                                                     (In millions, except per share amounts)
                                                                                                      --------------------------------------


                                                   Q1 2013   Q2 2013  Q3 2013    Q4 2013           FY 2013                                 Q1 2014 Q2 2014
                                                   -------   -------  -------    -------           -------                                 ------- -------

    Revenue by Product

    Mortgage Products (1)                                       $25.3                       $33.1                                  $33.0                           $31.7                $123.1                $34.2     $34.7

    Non-Mortgage Products (2)                            2.8                 3.7               4.4                         4.7                              15.6                 5.8                 7.5

    Corporate                                              -                0.6                 -                          -                              0.6                   -                  -


    Total Revenue                                               $28.1                       $37.4                                  $37.3                           $36.4                $139.2                $40.0     $42.1

    Non-Mortgage % of Total                              10%                10%              12%                        13%                              11%                14%                18%


    Selling and Marketing Expense

    Exchanges Marketing Expense (3)                             $14.6                       $23.7                                  $22.3                           $20.1                 $80.7                $24.8     $26.4

    Other Marketing                                      2.7                 2.7               2.5                         2.5                              10.4                 2.6                 2.6


    Selling and Marketing Expense                               $17.3                       $26.4                                  $24.8                           $22.6                 $91.1                $27.4     $29.0


    Variable Marketing Margin (4)                               $13.5                       $13.7                                  $15.1                           $16.3                 $58.6                $15.2     $15.8

    Variable Marketing Margin % of Revenue               48%                37%              40%                        45%                              42%                38%                37%


    Net Income (Loss) from Continuing Operations               $(0.3)                     $(2.0)                                  $0.3                            $1.3                $(0.7)              $(5.8)     $2.7

    Net Income (Loss) from Cont. Ops. % of Revenue      (1)%               (5)%               1%                         4%                               -%             (15)%                 6%


    Net Income (Loss) per Share from Cont. Ops.

    Basic                                                     $(0.02)                    $(0.18)                                 $0.03                           $0.12               $(0.06)             $(0.52)    $0.24

    Diluted                                                   $(0.02)                    $(0.18)                                 $0.03                           $0.11               $(0.06)             $(0.52)    $0.23


    Adjusted EBITDA (5)                                          $4.1                        $3.4                                   $5.4                            $5.9                 $18.7                 $4.5      $5.5

    Adjusted EBITDA % of Revenue (5)                     15%                 9%              14%                        16%                              13%                11%                13%


    Adjusted Net Income (5)                                      $3.1                        $2.5                                   $4.5                            $5.4                 $15.5                 $3.7      $4.6


    Adjusted Net Income per Share (5)                           $0.27                       $0.21                                  $0.39                           $0.45                 $1.32                $0.31     $0.39


    (1)           Includes the purchase
                  mortgage, refinance mortgage
                  and rate table products.

                 Includes the home equity,
                  reverse mortgage, personal
                  loan, auto, education, home
                  services, insurance and
    (2)           personal credit products.

                 Defined as the portion of
                  selling and marketing expense
                  attributable to variable
                  costs paid for advertising,
                  direct marketing and related
                  expenses, which excludes
                  overhead, fixed costs and
    (3)           personnel-related expenses.

    (4)           Defined as revenue minus
                  Exchanges marketing expense
                  and is considered an
                  operating metric.

                 Adjusted EBITDA, adjusted
                  EBITDA % of revenue, adjusted
                  net income and adjusted net
                  income per share are non-
                  GAAP measures.  Please see
                  "Tree.com's Reconciliation of
                  Non-GAAP Measures to GAAP"
                  and "Tree.com's Principles of
                  Financial Reporting" below
    (5)           for more information.

TREE.COM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)




                                                                         Three Months Ended                                      Six Months Ended
                                                                               June 30,                                               June 30,
                                                                              --------                                               --------

                                                                    2014                          2013                     2014                 2013
                                                                    ----                          ----                     ----                 ----

                                                                                  (In thousands, except per share amounts)

    Revenue                                                                 $42,144                                      $37,406                       $82,180    $65,486

    Costs and expenses:

    Cost of revenue (exclusive of depreciation) (1)                1,895                           1,950                              3,560               3,306

    Selling and marketing expense (1)                             28,964                          26,386                             56,413              43,641

    General and administrative expense (1)                         5,478                           5,651                             11,611              12,207

    Product development (1)                                        1,826                           1,492                              3,758               2,697

    Depreciation                                                     946                             872                              1,701               1,757

    Amortization of intangibles                                       27                              43                                 55                  86

    Restructuring and severance                                       23                             148                                225                 146

    Litigation settlements and contingencies                         385                           2,909                              8,092               3,937

    Total costs and expenses                                      39,544                          39,451                             85,415              67,777
    ------------------------                                      ------                          ------                             ------              ------

    Operating income (loss)                                        2,600                         (2,045)                            (3,235)             (2,291)

    Other income (expense):

    Interest expense                                                   -                            (7)                                 -               (14)
    ----------------                                                 ---                            ---                                ---                ---

    Income (loss) before income taxes                              2,600                         (2,052)                            (3,235)             (2,305)

    Income tax benefit (expense)                                      83                              19                                 84                 (1)

    Net income (loss) from continuing operations                   2,683                         (2,033)                            (3,151)             (2,306)
    --------------------------------------------                   -----                          ------                             ------              ------

    Discontinued operations:

    Gain from sale of discontinued operations, net of tax              -                         10,003                                  -             10,101

    Loss from operations of discontinued operations, net of tax  (2,931)                          (891)                           (3,505)             (3,433)

    Income (loss) from discontinued operations                   (2,931)                          9,112                            (3,505)               6,668
    ------------------------------------------                    ------                           -----                             ------               -----

    Net income (loss)                                                        $(248)                                      $7,079                      $(6,656)    $4,362
    ----------------                                                          -----                                       ------                       -------     ------


    Weighted average shares outstanding:

    Basic                                                         11,214                          11,133                             11,178              11,050

    Diluted                                                       11,849                          11,133                             11,178              11,050

    Income (loss) per share from continuing operations:

    Basic                                                                     $0.24                                      $(0.18)                      $(0.28)   $(0.21)

    Diluted                                                                   $0.23                                      $(0.18)                      $(0.28)   $(0.21)

    Income (loss) per share from discontinued operations:

    Basic                                                                   $(0.26)                                       $0.82                       $(0.31)     $0.60

    Diluted                                                                 $(0.25)                                       $0.82                       $(0.31)     $0.60

    Income (loss) per share attributable to common shareholders:

    Basic                                                                   $(0.02)                                       $0.64                       $(0.60)     $0.39

    Diluted                                                                 $(0.02)                                       $0.64                       $(0.60)     $0.39
    -------                                                                  ------                                        -----                        ------      -----

    (1)  Amounts include non-cash compensation, as follows:

    Cost of revenue                                                              $7                                           $3                           $13         $5

    Selling and marketing expense                                    226                             306                                459                 523

    General and administrative expense                               928                             879                              1,989               1,909

    Product development                                              260                             244                                576                 429

TREE.COM, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except par value and share amounts)


                           June 30,            December 31,
                                 2014                     2013
                                 ----                     ----

                          (Unaudited)

    ASSETS:

    Cash and cash
     equivalents                       $87,618                    $91,667

    Restricted cash and
     cash equivalents          22,044                     26,017

    Accounts receivable
     (net of allowance of
     $474 and $408,
     respectively)             13,260                     12,850

    Prepaid and other
     current assets             1,518                      1,689

    Current assets of
     discontinued
     operations                   715                        521
    -----------------             ---                        ---

    Total current assets      125,155                    132,744

    Property and
     equipment (net of
     accumulated
     depreciation of
     $19,709 and $18,008,
     respectively)              5,602                      5,344

    Goodwill                    3,632                      3,632

    Intangible assets,
     net                       11,219                     10,684

    Other non-current
     assets                       102                        111

    Non-current assets
     of discontinued
     operations                   100                        129

    Total assets                      $145,810                   $152,644
    ------------                      --------                   --------


    LIABILITIES:

    Accounts payable,
     trade                              $5,949                     $4,881

    Accrued expenses and
     other current
     liabilities               23,505                     23,314

    Current liabilities
     of discontinued
     operations                32,620                     32,004
    -------------------        ------                     ------

    Total current
     liabilities               62,074                     60,199

    Other non-current
     liabilities                   67                        334

    Deferred income taxes       4,849                      4,849

    Non-current
     liabilities of
     discontinued
     operations                   261                        254

    Total liabilities          67,251                     65,636
    -----------------          ------                     ------

    SHAREHOLDERS' EQUITY:

    Preferred stock $.01
     par value; 5,000,000
     shares authorized;
     none issued or
     outstanding                    -                         -

    Common stock $.01 par
     value; 50,000,000
     shares authorized;
     12,771,101 and
     12,619,835 shares
     issued,
     respectively, and
     11,342,969 and
     11,250,903 shares
     outstanding,
     respectively                 128                        126

    Additional paid-in
     capital                  906,866                    907,148

    Accumulated deficit     (814,189)                 (807,533)

    Treasury stock
     1,428,132 and
     1,368,932 shares,
     respectively            (14,246)                  (12,733)
                              -------                    -------

    Total shareholders'
     equity                    78,559                     87,008
    -------------------        ------                     ------

    Total liabilities and
     shareholders' equity             $145,810                   $152,644
    ---------------------             --------                   --------

TREE.COM'S RECONCILIATION OF NON-GAAP MEASURES TO GAAP

Below is a reconciliation of adjusted EBITDA and adjusted net income to net income (loss) from continuing operations, adjusted EBITDA % of revenue to net income (loss) from continuing operations % of revenue and adjusted net income per share to net income (loss) per diluted share from continuing operations. See "Tree.com's Principles of Financial Reporting" for further discussion of the Company's use of these non-GAAP measures.


                                                                                                                                  Three Months Ended
                                                                                                                                  ------------------

                                                                                      June 30,   March 31,          December 31,  September 30,     June 30,     March 31,
                                                                                            2014                             2013            2013           2013           2013
                                                                                                      2014
                                                                                                      ----

                                                                                                                                    (In thousands)

    Adjusted EBITDA                                                                                 $5,520                                $4,481                                   $5,908                     $5,364        $3,359       $4,086
    ---------------                                                                                 ------                                ------                                   ------                     ------        ------       ------

    Adjusted EBITDA % of revenue                                                             13%               11%                          16%                         14%                    9%             15%

    Adjustments to reconcile to net income (loss)

     from continuing operations:

    Depreciation                                                                           (946)             (755)                        (853)                       (891)                 (872)           (885)

    Amortization of intangibles                                                             (27)              (28)                         (28)                        (33)                  (43)            (43)

    Interest income (expense)                                                                  -                 -                          (1)                         (4)                   (7)             (7)

    Income tax benefit (provision)                                                            83                  1                           356                           98                     19             (20)

    Adjusted net income                                                                    4,630              3,699                         5,382                        4,534                  2,456            3,131
    -------------------                                                                    -----              -----                         -----                        -----                  -----            -----


    Non-cash compensation                                                                (1,421)           (1,616)                      (1,349)                     (1,412)               (1,432)         (1,433)

    Loss on disposal of assets                                                              (44)               (8)                        (140)                         (1)                     -            (25)

    Acquisition expense                                                                     (74)                 -                            -                           -                     -               -

    Discretionary cash bonus                                                                   -                 -                            -                           -                     -           (920)

    Trust contribution                                                                         -                 -                        (350)                           -                     -               -

    Restructuring and severance                                                             (23)             (202)                         (83)                          70                  (148)               2

    Litigation settlements and contingencies (1)                                           (385)           (7,707)                      (2,143)                     (2,875)               (2,909)         (1,028)

    Net income (loss) from continuing operations                                                    $2,683                              $(5,834)                                  $1,317                       $316      $(2,033)      $(273)
    --------------------------------------------                                                    ------                               -------                                   ------                       ----       -------        -----

    Net income (loss) from continuing operations % of revenue                                 6%             (15)%                           4%                          1%                  (5)%            (1)%


    Adjusted net income per share                                                                    $0.39                                 $0.31                                    $0.45                      $0.39         $0.21        $0.27
    -----------------------------                                                                    -----                                 -----                                    -----                      -----         -----        -----

    Adjustments to reconcile adjusted net income to net income (loss) from continuing
     operations                                                                                    $(0.16)                              $(0.86)                                 $(0.34)                   $(0.36)      $(0.40)     $(0.31)

    Adjustments to reconcile effect of dilutive securities                                     $         -                                $0.03                            $           -                $        -        $0.01        $0.02
    ------------------------------------------------------                                   ---       ---                                -----                          ---         ---              ---      ---        -----        -----

    Net income (loss) per diluted share from continuing operations                                   $0.23                               $(0.52)                                   $0.11                      $0.03       $(0.18)     $(0.02)
    --------------------------------------------------------------                                   -----                                ------                                    -----                      -----        ------       ------


    Adjusted weighted average diluted shares outstanding                                  11,849             11,888                        11,839                       11,720                 11,776           11,636

    Effect of dilutive securities                                                              -               746                             -                           -                   643              669

    Weighted average diluted shares outstanding                                           11,849             11,142                        11,839                       11,720                 11,133           10,967

    Effect of dilutive securities                                                            635                  -                          814                          703                      -               -

    Weighted average basic shares outstanding                                             11,214             11,142                        11,025                       11,017                 11,133           10,967


    (1)           Includes legal fees
                  for certain patent
                  litigation.

TREE.COM'S PRINCIPLES OF FINANCIAL REPORTING

Tree.com reports Earnings Before Interest, Taxes, Depreciation and Amortization, as adjusted for certain items discussed below ("Adjusted EBITDA"), Adjusted EBITDA % of revenue, adjusted net income and adjusted net income per share as supplemental measures to GAAP.

Adjusted EBITDA and Adjusted EBITDA % of revenue are primary metrics by which Tree.com evaluates the operating performance of its businesses, on which its marketing expenditures and internal budgets are based and, in the case of adjusted EBITDA, by which management and many employees are compensated. Tree.com believes that investors should have access to the same set of tools that it uses in analyzing its results. Tree.com believes that adjusted net income and adjusted net income per share are useful financial indicators that provide a different view of the financial performance of the Company than adjusted EBITDA (the primary metric by which Tree.com evaluates the operating performance of its businesses) and the GAAP measures of net income (loss) from continuing operations and GAAP income (loss) per diluted share.

Adjusted net income and adjusted net income per share supplement GAAP income (loss) from continuing operations and GAAP income (loss) per diluted share by enabling investors to make period to period comparisons of those components of the nearest comparable GAAP measures that management believes better reflect the underlying financial performance of the Company's business operations during particular financial reporting periods. Adjusted net income and adjusted net income per share exclude certain amounts, such as non-cash compensation, loss on disposal of assets, acquisition expense, restructuring and severance, and litigation settlements and contingencies, which are recognized and recorded under GAAP in particular periods but which might be viewed as not necessarily coinciding with the underlying business operations for the periods in which they are so recognized and recorded.

These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. Tree.com provides and encourages investors to examine the reconciling adjustments between the GAAP and non-GAAP measures set forth above. Tree.com is not able to provide a reconciliation of projected adjusted EBITDA to expected reported results due to the unknown effect, timing and potential significance of the effects of the wind-down of discontinued operations and tax considerations.

Definition of Tree.com's Non-GAAP Measures

EBITDA is defined as operating income or loss (which excludes interest expense and taxes) excluding amortization of intangibles and depreciation.

Adjusted EBITDA is defined as EBITDA excluding (1) non-cash compensation expense, (2) non-cash intangible asset impairment charges, (3) gain/loss on disposal of assets, (4) restructuring and severance expenses, (5) litigation settlements, contingencies and legal fees for certain patent litigation, (6) adjustments for acquisitions or dispositions, and (7) one-time items.

Adjusted net income is defined as net income (loss) from continuing operations excluding (1) non-cash compensation expense, (2) non-cash intangible asset impairment charges, (3) gain/loss on disposal of assets, (4) restructuring and severance expenses, (5) litigation settlements, contingencies and legal fees for certain patent litigation, (6) adjustments for acquisitions or dispositions, and (7) one-time items.

Adjusted net income per share is defined as adjusted net income divided by the adjusted weighted average diluted shares outstanding. In cases where the Company reported GAAP losses from continuing operations, the effects of potentially dilutive securities are excluded from the calculation of net loss per diluted share from continuing operations because their inclusion would have been anti-dilutive. In such instances where the Company reports GAAP net loss from continuing operations but reports positive non-GAAP adjusted net income, the effects of potentially dilutive securities are included in the denominator for calculating adjusted net income per share.

Tree.com endeavors to compensate for the limitations of these non-GAAP measures by also providing the comparable GAAP measures with equal or greater prominence and descriptions of the reconciling items, including quantifying such items, to derive the non-GAAP measures. These non-GAAP measures may not be comparable to similarly titled measures used by other companies.

One-Time Items

Adjusted EBITDA and adjusted net income are adjusted for one-time items, if applicable. Items are considered one-time in nature if they are non-recurring, infrequent or unusual, and have not occurred in the past two years or are not expected to recur in the next two years, in accordance with SEC rules. For the periods presented in this report, there are no adjustments for one-time items, except for a $0.4 million contribution to a trust in Q4 2013 and a compensation charge of $0.9 million related to a discretionary cash bonus payment to employee stock option holders in Q1 2013.

Non-Cash Expenses That Are Excluded From Tree.com's Adjusted EBITDA and Adjusted Net Income

Non-cash compensation expense consists principally of expense associated with the grants of restricted stock, restricted stock units and stock options. These expenses are not paid in cash and Tree.com includes the related shares in its calculations of fully diluted shares outstanding. Upon settlement of restricted stock units, exercise of certain stock options or vesting of restricted stock awards, the awards may be settled on a net basis, with Tree.com remitting the required tax withholding amounts from its current funds.

Amortization of intangibles are non-cash expenses relating primarily to acquisitions. At the time of an acquisition, the intangible assets of the acquired company, such as purchase agreements, technology and customer relationships, are valued and amortized over their estimated lives. Amortization of intangibles are only excluded from Adjusted EBITDA.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

The matters contained in the discussion above may be considered to be "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Those statements include statements regarding the intent, belief or current expectations or anticipations of Tree.com and members of our management team. Factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include the following: adverse conditions in the primary and secondary mortgage markets and in the economy, particularly interest rates; seasonality of results; potential liabilities to secondary market purchasers; changes in the Company's relationships with network lenders; breaches of network security or the misappropriation or misuse of personal consumer information; failure to provide competitive service; failure to maintain brand recognition; ability to attract and retain customers in a cost-effective manner; ability to develop new products and services and enhance existing ones; competition; allegations of failure to comply with existing or changing laws, rules or regulations, or to obtain and maintain required licenses; failure of network lenders or other affiliated parties to comply with regulatory requirements; failure to maintain the integrity of systems and infrastructure; liabilities as a result of privacy regulations; failure to adequately protect intellectual property rights or allegations of infringement of intellectual property rights; and changes in management. These and additional factors to be considered are set forth under "Risk Factors" in our Annual Report on Form 10-K for the period ended December 31, 2013 and our Quarterly Report on Form 10-Q for the period ended March 31, 2014, and in our other filings with the Securities and Exchange Commission. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results or expectations.

About Tree.com, Inc.

Tree.com, Inc. (NASDAQ: TREE) is the parent of several brands and businesses that provide information, tools, advice, products and services for critical transactions in consumers' lives. Our family of brands includes: LendingTree®, GetSmart®, LendingTreeAutos(SM), LendingTree Education(SM) and LendingTree HomePros(SM). Together, these brands serve as an ally for consumers who are looking to comparison shop for loans, autos, education, home services and other services from multiple businesses and professionals who will compete for their business.

Tree.com, Inc. is headquartered in Charlotte, NC and maintains operations solely in the United States. For more information, please visit www.tree.com.

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SOURCE Tree.com, Inc.