UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2017 IAC/INTERACTIVECORP (Exact name of registrant as specified in charter) Delaware 0-20570 59-2712887 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 555 West 18th Street, New York, NY 10011 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 314-7300 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 8.01. Other Events Following the sale of The Princeton Review, by Match Group, Inc. ("Match Group"), a subsidiary of IAC/InterActiveCorp ("IAC" or the "Company"), on March 31, 2017, the Company moved the results of The Princeton Review from its Match Group segment to its Other segment. While the results of The Princeton Review are reflected as a discontinued operation in Match Group's standalone consolidated financial statements, these results did not meet the threshold to be reflected as a discontinued operation in the Company's consolidated financial statements. This Current Report on Form 8-K is being filed primarily to reflect this change in segments. In addition, in this Current Report on Form 8-K the Company has: • updated the disclosures related to recent accounting pronouncements that were included in its Form 10-Q for the Quarter Ended March 31, 2017, which was filed on May 8, 2017, including to reflect its adoption of ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, effective January 1, 2017; • reflected the reclassification of certain operating expenses in each of the years in the three year period ended December 31, 2016 to conform to the presentation in its Form 10-Q for the Quarter Ended March 31, 2017; and • included as a subsequent event, the Company's announcement, on May 1, 2017, that it had entered into a definitive agreement with Angie's List, Inc. ("Angie's List") to combine the businesses in the Company's HomeAdvisor segment and Angie’s List under a new publicly traded company to be called ANGI Homeservices Inc. The Company will own between approximately 87% and 90% of the economic interest (on a fully diluted basis) and approximately 98% of the total voting power of ANGI Homeservices Inc. common stock. This transaction, which is subject to the satisfaction of customary closing conditions, including the approval by Angie's List stockholders, is expected to close in the fourth quarter of 2017. This event was previously reported on a Current Report on Form 8-K dated May 1, 2017. The following items of the 2016 Form 10-K are being updated retrospectively to reflect the above-mentioned changes: 1. Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 2. Part II—Item 8. Consolidated Financial Statements and Supplementary Data: Consolidated Statement of Operations Consolidated Statement of Cash Flows Note 1—Organization Note 2—Summary of Significant Accounting Policies Note 5—Goodwill and Intangibles Assets Note 14—Segment Information Note 22—Guarantor and Non-Guarantor Financial Information Note 24—Subsequent Event The above sections, as updated, are included in Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference. This Current Report on Form 8-K should be read in conjunction with the 2016 Form 10-K, provided that the foregoing sections supersede the corresponding sections included in "Management's Discussion and Analysis of Financial Condition and Results of Operations," and "Consolidated Financial Statements and Supplementary Data" contained in the 2016 Form 10-K. More current information is contained in the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2017 as filed with the SEC. ITEM 9.01. Financial Statements and Exhibits Exhibit No. Description 23.1 Consent of Ernst & Young LLP 99.1 Portions of the 2016 Form 10-K: Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Part II—Item 8. Consolidated Financial Statements and Supplementary Data 101.INS XBRL Instance 101.SCH XBRL Taxonomy Extension Schema 101.CAL XBRL Taxonomy Extension Calculation 101.DEF XBRL Taxonomy Extension Definition 101.LAB XBRL Taxonomy Extension Labels 101.PRE XBRL Taxonomy Extension Presentation SIGNATURES 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. IAC/InterActiveCorp /s/ GLENN H. SCHIFFMAN By: Name: Glenn H. Schiffman Title: Executive Vice President and Chief Financial Officer Date: July 18, 2017 Exhibit 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following registration statements (and any amendments thereto) of IAC/InterActiveCorp of our report dated February 28, 2017 (except for Notes 1, 2, 5, 14, 22 and 24, as to which the date is July 18, 2017), with respect to the consolidated financial statements and schedule of IAC/InterActiveCorp for the year ended December 31, 2016, included in this Current Report (Form 8-K). COMMISSION FILE NO.: Form S-8, No. 333-127410 Form S-8, No. 333-127411 Form S-4, No. 333-124303 Form S-8, No. 333-146940 Form S-8, No. 333-154875 Form S-8, No. 333-174538 Form S-8, No. 333-192186 /s/ ERNST & YOUNG LLP New York, New York July 18, 2017 Table of Contents Exhibit 99.1 PART II Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Key Terms: When the following terms appear in this report, they have the meanings indicated below: Reportable Segments: • Match Group - is the world's leading provider of dating products, operating a portfolio of over 45 brands, including Match, Tinder, PlentyOfFish and OkCupid. • HomeAdvisor - is a leading global home services digital marketplace that helps connect consumers with home professionals. • Video - consists primarily of Vimeo, Electus, CollegeHumor, Notional, IAC Films and Daily Burn. • Applications - consists of Consumer, which includes our direct-to-consumer downloadable desktop applications, including Apalon, which houses our mobile operations, and SlimWare, which houses our downloadable desktop software and services operations; and Partnerships, which includes our business-to-business partnership operations. • Publishing - consists of Premium Brands, which includes About.com, Dictionary.com, Investopedia and The Daily Beast; and Ask & Other, which primarily includes Ask.com, CityGrid and, for periods prior to its sale on June 30, 2016, ASKfm. • Other - consists of The Princeton Review (see "2017 Developments" below), as well as ShoeBuy and PriceRunner, for periods prior to their sales on December 30, 2016 and March 18, 2016, respectively. Operating metrics: Match Group • North America - consists of the financial results and metrics for customers located in the United States and Canada. • International - consists of the financial results and metrics for customers located outside of the United States and Canada. • Direct Revenue - is revenue that is directly received from an end user of its products. • Average PMC - is calculated by summing the number of paid members, or paid member count ("PMC"), at the end of each day in the relevant measurement period and dividing it by the number of calendar days in that period. PMC as of any given time represents the number of users with a paid membership at that time. • Average Revenue per Paying User ("ARPPU") - is Direct Revenue from members in the relevant measurement period (whether in the form of subscription payments or à la carte payments) divided by the Average PMC in such period divided by the number of calendar days in such period. This definition has been updated in the fourth quarter of 2016 to exclude non-subscriber Direct Revenue and previously reported ARPPU has been adjusted to conform to this definition. HomeAdvisor • Domestic business - includes the HomeAdvisor branded marketplace service and its owned affiliates in the United States. It excludes other domestic operating subsidiaries within the segment. • European business - includes the HomeAdvisor branded marketplace service and its owned affiliates in Europe. 1 Table of Contents • Service Requests - are fully completed and submitted customer service requests. • Paying Service Professionals ("Paying SPs") - are the number of service professionals that had an active membership and/or paid for consumer matches in the last month of the period. Video • Vimeo ending subscribers - are the number of subscribers to Vimeo's Creator Platform with a Plus, Pro or Business subscription at the end of the period. Operating costs and expenses: • Cost of revenue - consists primarily of traffic