angi-20250331

As filed with the Securities and Exchange Commission on May 6, 2025

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from__________to__________

Commission File No. 001-38220

Angi Inc.

(Exact name of Registrant as specified in its charter)


Delaware						82-1204801
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

3601 Walnut Street, Denver, CO 80205

(Address of registrant’s principal executive offices)

(303) 963-7200

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of exchange on which registered

Class A Common Stock, par value $0.001

ANGI

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 2, 2025, the following shares of the registrant’s common stock were outstanding:


Class A Common Stock			47,986,953
Class B Common Stock			—
Class C Common Stock			—
Total outstanding Common Stock			47,986,953

TABLE OF CONTENTS


		Page Number
PART I
Item 1.	Consolidated Financial Statements
	Consolidated Balance Sheet	3
	Consolidated Statement of Operations	4
	Consolidated Statement of Comprehensive Operations	5
	Consolidated Statement of Shareholders’ Equity	6
	Consolidated Statement of Cash Flows	7
	Notes to Consolidated Financial Statements
	Note 1—The Company and Summary of Significant Accounting Policies	8
	Note 2—Financial Instruments and Fair Value Measurements	11
	Note 3—Long-term Debt	12
	Note 4—Accumulated Other Comprehensive Income	13
	Note 5—Segment Information	13
	Note 6—Income Taxes	18
	Note 7—Earnings (Loss) Per Share	20
	Note 8—Financial Statement Details	21
	Note 9—Contingencies	22
	Note 10—Related Party Transactions	22
	Note 1 1 —Subsequent Events	23

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4.	Controls and Procedures	37
PART II
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 5.	Other Information	40
Item 6.	Exhibits	42
	Signatures	44

Table of Contents

PART I

FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

ANGI INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(Unaudited)


	March 31, 2025		December 31, 2024
	(In thousands, except par value amounts)
ASSETS
Cash and cash equivalents	$	386,564	$	416,434

Accounts receivable, net	40,475		36,670
Other current assets	38,171		41,981

Total current assets	465,210		495,085

Capitalized software, leasehold improvements and equipment, net	83,885		79,564
Goodwill	885,580		883,440
Intangible assets, net	168,079		167,662
Deferred income taxes	169,605		169,073
Other non-current assets, net	33,175		35,911

TOTAL ASSETS	$	1,805,534	$	1,830,735

LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES:

Accounts payable	$	28,684	$	18,319
Deferred revenue	35,341		42,008
Accrued expenses and other current liabilities	152,026		171,351

Total current liabilities	216,051		231,678

Long-term debt, net	497,041		496,840

Deferred income taxes	1,533		1,500
Other long-term liabilities	41,869		37,916




Commitments and contingencies

SHAREHOLDERS’ EQUITY:
Class A common stock, $0.001 par value; authorized 2,000,000 shares; issued 53,900 and 11,295 shares, respectively, and outstanding 49,538 and 7,579, respectively	537		113
Class B convertible common stock, $0.001 par value; authorized 1,500,000 shares; no shares and 42,202 shares issued and outstanding, respectively	—		422
Class C common stock, $0.001 par value; authorized 1,500,000 shares; no shares issued and outstanding	—		—
Additional paid-in capital	1,444,580		1,465,640
Accumulated deficit	(179,909)		(195,015)
Accumulated other comprehensive income (loss)	384		(2,495)
Treasury stock, 4,362 and 3,716 shares, respectively	(216,552)		(205,864)


Total shareholders’ equity	1,049,040		1,062,801
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,805,534	$	1,830,735

The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

ANGI INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)


	Three Months Ended March 31,
	2025		2024
	(In thousands, except per share data)
Revenue	$	245,913	$	305,390
Cost of revenue (exclusive of depreciation shown separately below)	13,015		12,497
Gross profit	232,898		292,893
Operating costs and expenses:
Selling and marketing expense	118,541		157,051
General and administrative expense	57,319		85,521
Product development expense	27,087		23,756
Depreciation	9,948		23,849

Total operating costs and expenses	212,895		290,177
Operating income	20,003		2,716
Interest expense	(5,044)		(5,038)
Other income, net	4,828		4,484
Earnings before income taxes	19,787		2,162
Income tax provision	(4,681)		(3,479)


Net earnings (loss)	15,106		(1,317)
Net earnings attributable to noncontrolling interests	—		(314)
Net earnings (loss) attributable to Angi Inc. shareholders	$	15,106	$	(1,631)





Per share information attributable to Angi Inc. shareholders:
Basic earnings (loss) per share	$	0.30	$	(0.03)
Diluted earnings (loss) per share	$	0.30	$	(0.03)

Stock-based compensation expense by function:

Selling and marketing expense	$	636	$	1,232
General and administrative expense	(6,847)		7,193
Product development expense	3,924		972

SEC Form 10-Q filed by Angi Inc.