LendingTree Files 8-K: Material Agreement and Exhibits

TL;DR

LendingTree filed an 8-K on 7/31 for a material agreement and exhibits.

AI Summary

On July 31, 2024, LendingTree, Inc. filed an 8-K report. The filing primarily concerns the entry into a material definitive agreement and the inclusion of financial statements and exhibits. Specific details regarding the agreement or financial figures were not immediately available in the provided text.

Why It Matters

This filing indicates a significant corporate event for LendingTree, Inc., potentially involving a new material agreement that could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — The filing of a material definitive agreement suggests a significant event that could have a substantial impact on the company's future, warranting a medium risk assessment.

Key Players & Entities

• LendingTree, Inc. (company) — Registrant
• July 31, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-34063 (identifier) — Commission File Number
• 26-2414818 (identifier) — IRS Employer Identification No.
• 1415 Vantage Park Dr. , Suite 700 , Charlotte , NC 28203 (address) — Address of principal executive offices
• (704) 541-5351 (phone_number) — Registrant's telephone number
• Tree.com, Inc. (company) — Former company name
• 20080507 (date) — Date of name change

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value per share TREE The Nasdaq
• $50,000,000 — ng an aggregate offering price of up to $50,000,000 through the Managers, as the Company's

Filing Documents

• lendingtree_8k.htm (8-K) — 32KB
• lendingtree_ex0101.htm (EX-1.1) — 239KB
• lendingtree_ex0501.htm (EX-5.1) — 14KB
• image_019.jpg (GRAPHIC) — 3KB
• 0001683168-24-005179.txt ( ) — 517KB
• tree-20240731.xsd (EX-101.SCH) — 3KB
• tree-20240731_lab.xml (EX-101.LAB) — 33KB
• tree-20240731_pre.xml (EX-101.PRE) — 22KB
• lendingtree_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On July 31, 2024, LendingTree, Inc., a Delaware corporation (the "Company"), entered into an equity distribution agreement (the "Sales Agreement") with BofA Securities, Inc. and Citigroup Global Markets Inc. (each, a "Manager" and together, the "Managers"), under which the Company may offer and sell shares of its common stock, $0.01 par value per share, from time to time, having an aggregate offering price of up to $50,000,000 through the Managers, as the Company's sales agent. Sales of shares of the Company's common stock through the Managers, if any, will be made by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the "Securities Act"), including, without limitation, sales made directly on The Nasdaq Stock Market LLC or any other existing trading market for the Company's common stock. The Managers will use commercially reasonable efforts to sell shares of the Company's common stock from time to time, based on instructions from the Company (including any price, time or size limits or other parameters or conditions the Company may impose). The Company will pay the Managers a commission of up to 3.0% of the aggregate gross proceeds from the sales of shares of the Company's common stock sold through the Managers under the Sales Agreement. The Company will also reimburse the Managers for certain specified expenses in connection with entering into the Sales Agreement as well as in connection with each Applicable Time, Settlement Date and Time of Delivery (as each such term is defined in the Sales Agreement). Pursuant to the Sales Agreement, the Company also provided the Managers with customary indemnification and contribution rights. The Company is not obligated sell any shares of its common stock under the Sales Agreement. The offering of shares of the Company's common stock under the Sales Agreement will terminate upon

01 Financial

Item 9.01 Financial (d) Exhibits. Exhibit No. Description 1.1 Equity Distribution Agreement by and among the Company, BofA Securities, Inc. and Citigroup Global Markets Inc., dated July 30, 2024 5.1 Opinion of Sheppard Mullin Richter & Hampton, LLP 23.1 Consent of Sheppard Mullin Richter & Hampton, LLP (incorporated into Exhibit 5.1 ) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: July 31, 2024 LENDINGTREE, INC. By: /s/ Heather Novitsky Heather Novitsky Corporate Secretary 3

View Full Filing

View this 8-K filing on SEC EDGAR